Moonburst Chronicles
by fireuser3
Summary: Stopping Nightmare Moon was only the start. Now a permanent resident of Ponyville Trixie will learn more of the magic of friendship with her new friends by her side. Along the way lessons will be learned and new adventures are bound to happen. Just another normal day in Ponyville. -Sequel to Moonlight Stories-Second Story in my Moonverse stories-
1. The Ticket Master

**F3: *Staring at Pinkie Pie***

**Pinkie: Oh come on you still can't be mad.**

**F3: You shot me straight to Elden Volcano Pinkie.**

**Pinkie: Hehehe…I'm sorry about that, but you are fireproof aren't you?**

**F3: Do the disclaimer before I decide to test and see if you are! And to my readers I hope you will enjoy the first chapter of Moonburst though this is technically episode 2 despite it being chapter 1.**

**Pinkie: Fireuser3 doesn't own MLP; it owned by Hasbro, the Hub, and Lauren Faust.**

**F3: I'm Fireuser3 Blazing out!**

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><p><strong>Episode 2 Ticket Master<strong>

It had been a number of days since the events of The Summer Sun Celebration, and since then Trixie had taken up residence at Golden Oaks, but that was not where her and her loyal assistant were at.

Trixie and Spike were at Sunset's home/tutoring school helping Sunset put away a few spare books from a tutoring class she held from that day. The amount of books she had could easily have been compared to that of any library.

"Wow just how many books do you here?" Trixie asked levitating a book to an empty shelf.

"Well I have spell books for many ages, these simple books I teach young colts and filly unicorns, some these other thick books are more advanced for teenagers and more advanced students." Sunset said. As Spike was beginning to put away another book he burped up a puff of green flames then creating into a rolled up letter.

Spike grabbed the letter and unrolled it and cleared his voice to speak "Here ye, Here ye. You have been invited to attend the annual Grand Galloping Gala being held at Canterlot along with you and one other guest to take with you. You must wear formal attire for the Gala or you would not be able to attend. Sincerely, Princess Celestia." Spike finished pulling out two gold tickets for the gala and Spike raising them up.

"She even sent them in the letter." Spike said.

"Two tickets to the Grand Galloping Gala!" Trixie and Sunset said in unison.

"I could only see it right now" Sunset began to picture an image in her head.

"Just me having a great time not having a care in the world just relaxing and getting some of the stress off from watching my sister all day. I could also get some publicity for my tutoring. " She said with a smile and looks to Trixie.

"Oh Trix you got to take me along." Trixie could only look at her and rub a hoof behind her neck.

"I don't see why no…" She starts before something else happened.

And that some else came crashing through a window with a shout from above and a rainbow trail following close behind "LOOK OUT BELOW!"

Trixie and Sunset avoided it which turned out it was Rainbow Dash. She rose from the ground and shook off the dirt.

"Did I hear something about tickets?" She asked.

"Yeah. Trixie here got a spare ticket to the Grand Galloping Gala, and she is thinking of taking Sunset with her to it." Spike said

"Tickets to the gala!" Dash leaped up in the air in excitement at this news.

"Oh please take me, I'll do your chores for a week!" Dash begged grabbing Trixie.

"Whoa, hold it Dash, why would you want to go? I thought you didn't like fancy parties?" Trixie questioned getting out of the hug.

"It's not the party I look forward to, it's mainly seeing the Wonderbolts." She said proudly.

"There just the world's best stunt flyers in all of Equestria and they perform at the gala every year, so I want to go to show them what I'm made of." Dash proclaimed standing proudly spreading her wings wide.

"Well you'll have to wait next year because Trixie is taking me to the gala right Trix?" Sunset asked pointing her head towards Trixie.

"Um… well." Trixie responded nervously sweat starting to form.

"No! She's taking me!" Dash argued getting into Sunset's personal space.

"No! ME!" Sunset countered as they continued to argue.

Trixie let out a sigh before turning towards her little assistant "Spike let's get out of here while there busy arguing." Trixie as they tipped hoofed out of Sunsets house.

"ME!"

"ME!"

"Wait a minute?" Sunset stopped looking about

"Oh it was my turn to argue." Dash said.

"Where'd Trixie go to?" Sunset questioned and that made Dash to look around to.

"Maybe you scared her off?" Dash suggested making Sunset look back to her with a glare.

"Did not!" Sunset said

"Did so!" Dash countered and more arguing ensued.

Even though Spike and Trixie had left the general area of Sunset's home the arguing was echoing so they could be heard.

"So have made a decision yet?" Spike asked from atop of Trixie's back.

"No I haven't yet." Trixie's stomach began to growl in hunger.

"And I won't make my decision until I had something for lunch." Then out of nowhere something fast with turquoise came and hit Trixie and Spike causing him to both fall to the ground and to drop the tickets which floated down to the ground.

"Lightning Dust could watch where you're going?" Trixie said getting up as Dust gives a small laugh getting up as well.

"Really sorry about…" Dust started until she then noticed what was on the ground next to a mumbling Spike.

"Are those what I think those are?" Dust asked looking closely and then let out a gasp.

"They are! They tickets to the Grand Galloping Gala and you got two of them!" Dust began jumping with joy.

"Oh please please please take me!" She said flying around Trixie.

"Now hold on their Dust." This made Dust stop flying.

"I don't know who I'm giving the extra ticket to, plus why do you even want to go?" Trixie asked.

Dust could only chuckle "To have some fun of course, well not only for that because it'll be an opportunity to have fun and show the nobles how a real party should be!" Dust said. She could see herself pulling off pranks left and right on the nobles to get the party started.

"It would give those nobles a laugh to lighten up any mood or party." Lightning said hovering above a cloud.

"So… you want me to bring you along… just for you to prank the nobles." Trixie said pausing for a minute.

"Duh." Lightning said as Trixie give her a deadpan look.

"I'm not sure that's a good reason for her to get the ticket." Spike said

"Well I'll make my decision." Her stomach started growling again making Trixie blush a bit.

"After I get me some lunch first." She adds as her and Spike trotted off to a nearby restaurant.

"So… that's a maybe." Lightning asked tilting her head to the side

The two made their way to an outdoor restaurant and when they arrived they were already looking over the pre placed menus on the table they sat at "So have you decided yet to give the extra ticket to." Spike asked.

She only responded by looking at the menu deciding on both what to eat and who she should bring with her. To say she was frustrated at the moment was a rather big understatement.

"Uhh…Trixie didn't you hear me?" Spike asked getting a groan from Trixie who looked to the dragon.

"Trixie doesn't know who to bring, they all have a good point, but Trixie just can't decide!" she yelled out grabbing everyponies attention including the waiter who was now at her table.

She was embarrassed that her cheeks blushed "Um… Trixie will have a daffodil sandwich and some hayfries." She said quickly as the waiter took her order

"Trixie." Spike starts as Trixie sighs realizing what she was doing…again.

"I know I was speaking in third pony again, I've got to stop doing that." Trixie deadpanned herself as the waiter came back with her order and return to the building.

"Finally!" Trixie exclaimed as she lifted the sandwich to meet her mouth, she was about to take a bite when the waiter called out.

"Um miss, are you going to eat in the rain?" the waiter asked as several other ponies came rushing past him taking shelter.

"Rain it's not raining." Trixie looked around to see that her circle area wasn't being rained on but everything else around was raining and the scrambling ponies trying to take cover.

"Hey Trixie up here!" a voice yelled out from above.

When she looked up to see Rainbow Dash and a cloud hole that she made "Rainbow did you make that hole in the clouds?" she asked

"Why yes, I couldn't just let the nicest mare in ponyville get rained on when she's enjoying her lunch." Dash said in a more gleeful tone.

That only made Trixie facehoof as she realized a possible reason Dash was doing this "Dash is this about getting that extra ticket isn't it?" she questioned with a more of an annoyed tone than thankful.

"Whatever do you mean?" Dash said actually seeming to play dumb.

"Dash this isn't helping my decision at all and I would be grateful if you CLOSED UP THAT CLOUD!" Trixie shouted the last part.

Then Dash dropped the act "Alright I was just trying to help sheesh don't need to get snippy at me." Dash said and with that she literally zipped up the cloud hole.

"Now that's more like…" Trixie resumed to try and take a bite of her sandwich but was interrupted by a down pour of rain that in seconds drenched her mane, coat, and her sandwich.

She growled a little bit at what happened and that her lunch was ruined. Then another voice spoke from a distance.

"Um… Trixie what are you doing in the rain?" said the voice, Trixie turned around to see Coco Pommel with an attached umbrella on her back.

"Trying to eat." Was Trixie's only response as Coco had been to walk over towards her.

"Well if you stay out here to long you'll definitely catch a cold." She says covering Trixie with her umbrella before looking at the heavy downpour all around them.

"You and Spike can stay at the boutique until this rain stops." Coco offered and the trio proceed their way to the boutique.

When they got there Trixie was able to dry off properly and Coco then proceeded to fix up Trixie's mane to which she then looked in a nearby mirror to check Coco's handy work.

"Thanks a lot, I needed that." Trixie said in relief.

"It was nothing really, but I have to asked; why were you eating in the rain?" Coco asked curiously.

"Well I was trying to decide if any of my friends deserve the extra ticket I have to the Gala." Trixie and Coco's ears perked up.

"Did you say the Gala, as in the Grand Galloping Gala?" Coco said and Trixie nodded nervously that made Coco squeal causing her to jump up and down.

"I heard that place is filled with nobles and even designers from all around Equestria are going to be there!" Coco exclaimed.

"Oh please Trixie you got to take me along with you, this could be a chance of a lifetime for me pleeease!" Coco pleaded smiling at her.

Trixie stared at her for a minute _"Not you to Coco, great how can this get any worse." _ Trixie thought.

"I'm very sorry Coco but I still haven't decided who I'm bringing, but if I do make a decision it will be my final word." Her stomach growled yet again.

"But first I need to get some lunch or something before I pass out." Trixie and Spike started to walk out of the boutique since the rain finally died down.

"Good luck Trixie!" Coco called out.

They both were now walking toward the library "Well today been quite an eventful day huh." Spike said optimistically.

Trixie only groaned in response "Eventful. If you mean my friends doing favors for me just to get the extra ticket I have." Trixie said as they began approaching the library.

When they entered they saw somepony cleaning the shelves with a feather duster. To their dismay the pony that was in the library was Cheerliee who was humming a tune in her head.

She looked at Trixie and Spike that just walked in and gave them a bright smile.

"Oh hello I didn't expect you back so soon." Cheerliee said keeping the same smile.

Trixie on the other hoof was about to lose it when a strand of her mane pricked up "Cheerliee… may Trixie ask you something; what are you doing in Trixie's library!?" she asked in annoyance that caught Spike by surprise, but not Cheerlie who had brushed it off.

"Well I thought your library could use a little bit of dusting, and after all isn't what friends to for each other, you know help." Cheerliee stated.

Spike and Trixie looked at each other before she turned to look back at Cheerliee.

"Who told you?" Trixie said bluntly already pinpointing the reason for this kind gesture.

"Why Lightning Dust of course. Who else would have told me?" Cheerliee said with a small chuckle.

"And Trixie you were doing it again." She then added.

"Trixie is aware of it, but Trixie would have to ask you to leave until tomorrow then Trixie will decide, and besides don't you have a foal to look after?" Trixie asked.

"When I'm usually going to be out I let her stay with Applejack, she gets along well with Applebloom there, but I'll wait till tomorrow then sorry to bother you." Cheerliee said as she left.

Trixie sighed in relieve as the day was coming to a close "Hey Spike think you fix something up for us? "she asked.

"Two hayburgers coming up." Spike said as he went toward the kitchen and began cooking. Trixie took a seat at her desk.

"Trixie just don't know who to take, Rainbow wants to go to show off in front of the Wonderbolts, Lightning Dust wants to party down and possibly pull pranks, Sunset wants to promote her tutoring classes, Coco wants to impress the nobles, and Cheerliee wants to have a good time. It's so frustrating to make a decision like this!" Trixie slammed her head on the desk.

"And even giving Trixie's own ticket up will leave three broken hearted!" She adds groaning.

Spike came out the hayburgers "Don't think on it too much or you'll give yourself a headache." He said bringing one to Trixie placing it next to her.

"Thank you Spike, I so needed this." She began wolfing it down without using her magic to pick it up. After finishing it she was relieved that she finally had something in her stomach. She gave out a yawn signaling her it was time to hit the hay.

"I'll see you in the morning Spike, I'll figure something out." She said groggily as she walked up the stairs toward her bedroom.

"See you tomorrow Trixie!" Spike called out as he also went to bed right behind her. It was going to be a long day for them tomorrow morning.

The next morning was as usual, Trixie got up showered, brushed her mane, go downstairs for some oatmeal and out the door she went with Spike right behind her. "Sleep well?" Spike asked

"Other than having a nightmare about ponies chasing me everywhere around Ponyville for that extra ticket, other than that it was a good night." Trixie stated.

She and Spike were looking around the village to see if any of her friends were around anywhere, but only to find Rainbow Dash still snoozing on a cloud nearby.

"_Just as I thought, lazy pony."_ Trixie thought and at the near same time Sunset coming out of Sugarcube Corner with a bag of snacks to which Trixie noticed.

"Sunset! Over here!" Trixie call out and she came over.

"So anything new?" Spike asked as Sunset just shakes her head.

"No just another day of magic tutoring for me today." Sunset said proudly

"Oh yeah, have you decided to give the extra ticket to." Sunset said and Trixie could give a sight moan.

"Sunset I don't want to start the day off about the ticket, so let's just enjoy the day like it is then I'll decide." Trixie said staring at Sunset.

"Right gotcha, not even going to talk about it." Sunset said in a knowing tone of voice.

As Sunset left the duo, which seemed to be getting some…interesting looks from various ponies around the town.

"Spike question; why are all those ponies staring at me?" Trixie asked with a nervous smile causing Spike to turn his head to see them staring at him as well as Trixie.

"It's not just you, there staring at me too." Spike said sweating a bit at the strange occurrence.

Then out of nowhere a pink blur showed up "Hiya Trixie!" the voice cheered.

"WHAA!" Was Trixie's response as Spike leaped in the air and land on Trixie's flank.

Trixie turned and was greeted with the face of a certain party pony "Augh, Pinkie don't do that, my heart nearly jumped out!" Trixie yelled out.

"But that's impossible cause then you'll be dead if it did, and your heart doesn't have any limbs or anything." Pinkie said all that in one breath.

"So any luck with that extra ticket!?" Pinkie cheered out. Trixie placed a hoof over Pinkies mouth preventing her from talking further.

"Shhh! Pinkie quiet I don't want anypony else to know about it. How do you even know about it?!" Trixie silently exclaimed but it was already too late as several ponies started to gather around Trixie.

"Did somepony say ticket?" a stallion called out.

"Ticket? Too what?" a unicorn mare asked.

"Oh just that Trixie has an extra ticket to the Grand Galloping Gala!" Pinkie cheered out. What Pinkie said got everyponies attention and mummers were beginning to surface as all eyes stared directly at Trixie and Spike.

They just stood there wide eyed at the coward "Oh, you're in trouble Trixie and Spike, you better run run, from the mob mob." Pinkie suggested.

"Spike… RUN LIKE YOU HAVE NEVER RUN BEFORE!" Trixie scared shout and ran as fast as she could along with Spike

"Oh, I love this part." Pinkie said bringing a stereo system out of her mane and it began to play a particular bit of music.

**[Insert Music-The Benny Hill Show Theme]**

Trixie and Spike ran half way across town with a pack of eager mares and stallions to get that extra ticket that Trixie had. They stopped for a minute to find a place to hide then after quickly looking, she spotted a barrel that could hide both of them. She picked Spike up and both of them climbed into the barrel to hide from the ticket mob.

After the mob past them like a stampede of wild animals, they poked their heads out to make sure the coast was clear.

Trixie sighed "We lost them." Spike said until a voice spoke out scaring them.

"Um… Miss Trixie, Mister Spike, why are you hiding in a barrel?" said the small voice; they looked down from the barrel to find Emerald looking up at them.

"Um… we're just playing." Trixie stalled coming up with idea, and then quickly got one "Hide and seek with the neighbors here so don't tell them were here." Trixie said to the little filly.

Until a voice cried out "There she is!" and they were back to running again.

Emerald stood in place as they took off "Doesn't mean that there it?" she asked, but nopony was around.

Trying to hide themselves wasn't easy, they disguised themselves as a mother taking her baby for a stroll, they saw through it. Hiding under the bridge would have worked if Spike didn't slip on the brick. They've had practically tried everything but were eventually corned in an alleyway at a dead end.

**[End Insert Music]**

"Were trapped, great now what Trixie!?" Spike yelled.

"Let Trixie think okay!" She said now sweating bullets as the crowd of ponies getting closer shouting favor for her to give them her extra ticket.

"_What do I do now, trapped like a mouse in a cage." _Trixie thought for a minute as they kept getting closer continuing to shout favors they could do for her.

"_Looks like Trixie doesn't have a choice._" Trixie thought as her horn lit up sparking of magic.

Grabbing onto Spike, they both teleported away from the crowd of ponies that were now in shock of where she could've gone to.

Trixie manage to teleport them back to the library but Spike had a few burnt mark on his scales after the sudden teleportation "Warn me next, before you do that." Spike swayed back and forth before collapsing.

Trixies horn was fuming smoke from it as she collapsed to "Well at least we got away from that crowd." Trixie said before turning around to see her friends waving at her.

Her eye twitch at seeing them and she finally cried out "UH, Trixie can't decide who to take, Trixie doesn't want to disappoint any of you, and you're my friends and, Trixie just can't figure out what to do anymore!" She shouted.

With that she tried hiding herself with her hoofs until Sunset approached her "Trixie if it'll make you feel any better, I don't want the ticket anymore, so you can keep it." Sunset says in an apologetic tone.

"Yeah I guess it wasn't right of us to give you a hard time about it." Lightning said lowering her head.

"I agree, I even begged you to give me it, it wasn't my place to do so." Coco stated in agreement hanging her head down.

"I agree, I thought cleaning up around your library would work; guess it to was wrong of me." Cheerliee lowered her head in disappointment.

"AW YEAH!" Dash shouted in victory.

"I got the ticket! I got the ticket!" Dash said and dancing in the air until she was stopped by four very stern looks

"Hehehe." She laughed landing back on the ground.

"Maybe I'm not there yet, and my moves could use some sprucing up. So I guess you can keep it Trixie." Dash said rubbing the back of her neck with her hoof.

Trixie got up from the floor and give a small chuckle "Spike, take a letter for me." Trixie says with a smile.

"Got it… ready when you are." Spike said readying a paper and quill having apparently recovered from collapsing.

Trixie cleared her throat before beginning _"Dear Princess Celestia, I'm grateful for the gift that you have provided but I'm afraid I must respectfully decline your offer. The things with gifts that if there aren't enough to go around then what the point of having them if you can share them with friends that are around you. So I'm returning the tickets with this letter. If my friends can't go, neither should I. You can't pick favorites between your friends and that what really matter. Your faithful student, Trixie Lulamoon."_ Trixie finished and in a puff of green smoke was sent to Celestia.

"That is really grateful of you Trix." Sunset said giving her a hug.

"I guess we all can't get what we want huh." Trixie said with a laugh.

A few second after saying that Spike burped up a letter and began reading _"Dear Trixie, Why didn't you say so in the first place. If I knew this would be an issue, I would have reacted sooner. I have enclosed enough tickets for you and your friends to go now. Signed Princess Celestia."_ He finish reading and pulled out six tickets.

"Six tickets to the Grand Galloping Gala!" he shouted holding them up. The girls cheered and walked over to get one.

"How come I didn't get a ticket?" Spike questioned then he burped up another letter, opened it and read it.

"_Oh and I can't forget you Spike._" Finishing as he too got a ticket.

"You know I'm starting to wonder something?" Trixie asked Sunset

"Where did Pinkie get that stereo system?" she questioned as Sunset chuckled seeming to recall several events involving the local party pony.

"What you don't know, can't hurt you Trixie." Sunset answered.

**Meanwhile in Ponyville.**

A white unicorn mare with blue and light blue fizzled hair with purple shades and a music note cutie mark returned home. After a few minute of being home she yelled "I'VE BEEN ROBBED!" It was loud enough to echo across the entire town.

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><p><strong>F3: So that's where you got that from huh.<strong>

**Pinkie: Whoops I forgot I borrowed it for this episode. I'd better return it before she gets mad at me. *Zooms off***

**F3: Right while she does that I'm going to tell you to look out for episode 3 of the Moonburst: Tipping the Scales. I'm Fireuser3 Blazing… *finds a button that says DO NOT PRESS***

**F3: Wonder what this is. *Presses it***

**?: TECHNCHAL NUKE INCOMING! **

**F3: *Number counting down from 5-0* Not again *Boom* REVIEW AND FOLLOW! *Small star twinkles***

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><p><strong>Meanwhile…<strong>

**D9: *Looks up seeing a twinkling star* Something tells me I should not ask about that…**

**Comet: *Eating popcorn as watching MLP Equestria Girls Rainbow Rocks* Don't worry about it. Whatever is happening in your brothers sector shouldn't be of your concern.**

**D9: *Turns to look at the Eevee* How did I get involved in watching this movie again?**

**Comet: Losing a bet to your brother.**


	2. Tipping The Scales

**F3: *Walking in after last episode all burnt* Why does Pinkie even have that button?**

**Pinkie: What took you so long? I thought I would be taking over this episode.**

**F3: Well it's a good thing I have that Heat Body ability otherwise I would be toast.**

**Pinkie: I'll get started on the disclaimer. Fireuser3 doesn't own MLP; MLP is owned by Hasbro, Lauren Faust, and the Hub.**

**F3: I'm Fireuser3 Blazing Out. And Pinkie how did you get that button?**

**Pinkie: It's a secret! *Smiling widely***

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><p><strong>Episode 3 Tipping the Scales.<strong>

It was a gorgeous morning for all of Ponyvilles citizens including a pony named Cheerliee who always assisting in grading papers for the school house for the fillies and colts and also the bearer of the Element of Kindness.

But like all good mornings they somehow seem to go bad one way or another as three ponies zoomed by her, all three of the she knew well.

One of them was the orange farm pony named Applejack wearing her prized stetson on her head, and even though she's an earth pony she is extremely athletic.

The next pony was Lightning Dust, a pegasi and can seem to cause pranks around Ponyville, and she is also one of the bearers of the Elements of Harmony, that being Laughter.

The last pony wasn't hard to miss her by a mile, that being Rainbow Dash, she is more of the brash and proud type of pegasi you would meet; she is also the weather manager of weather team in Ponyville and the bearer of element as well which was Loyalty.

They looked like they were racing and Dash was in the lead by two pony lengths in front of Lightning Dust who was half a pony length in front of Applejack.

Cheerliee looking at where they were headed and they seemed to be racing to the well that was in Ponyville. She followed them into town and already saw that the race was over and with Dash jumping up and down it seemed she was the winner.

"Aw yeah point to the Dash!" Dash declared raising a hoof in the air as she hovered off the ground while AJ and Dust panted out of breath.

"Nice… race… Dash." AJ said between breaths.

Rainbow looked back at the tired earth and pegasus ponies with a smirk.

"Nice race; I gave you girls a five second head start and I still won the race, man talk about slow." Dash boasted.

Lightning Dust got her breath "Just because of that stipulation you made doesn't mean you're the best."

Lightning Dust interjected "Your right maybe I should've gave you a fifteen second head start." Dash boast again laughing a bit at the other ponies expense.

Despite the distance everypony in the area could hear what she was saying, and Cheerliee's expression hardened that did it; Cheerliee was going to put an end to Dashes boasting one way or another.

She approached the well that the three were at "Rainbow Dash I would like to talk to you for a moment." Cheerliee stated in a more serious tone.

"Sure, what about?" Rainbow asked with a half smile/smirk on her face.

"You attitude that's what, you've been boasting like no tomorrow and it's very uncalled for, I would like you to apologize to both of Applejack, and Lightning Dust for your unfavorable boasting." Cheerliee ordered her eyes narrowed.

Dash looked at Cheerliee as if what she just said was a foreign language.

"You want me to do what now?" Dash said rubbing her neck with her hoof in confusion and just staring at Cheerliee.

"You heard me; your boasting can really hurt someponies feelings." Cheerliee said pointing to the exhausted AJ and Lightning Dust.

"I'm just expressing myself okay so chill out." Dash retorted in slight anger.

"I'll 'chill out' once you apologize." Cheerliee said not giving her any ground to counter.

Dash was stuck and she knew it. She wasn't going to get away from her unless she does give them an apology.

That was when she got a very Dash like idea. "Alright Cheerliee I'll apologize…" Dash starts.

"You will." Cheerliee stated coldly with a slight hint of confusion.

"On one condition, you beat me in a one on one race."Dash finished which made Cheerliee stiffen up at what she said. Now it was Cheerliees turn to be confused.

"Um… what did you say?" she said her tone change from a serious to a one of worry as other ponies began to gather about sighting this argument.

"A race you and me if I win you have to wear a chicken costume the rest of the day, and if I 'lose' I'll gratefully apologize to AJ and Lightning Dust afterwards. So what's it going to be, you accept or are you to chicken." Dash finished making chicken sounds toward Cheerliee.

The ponies that were around started to circle around them and mummers here and there about Cheerliee racing Dash. Cheerliee now started to get even more worried about this as AJ then went up stepping between the two.

"Dash really doesn't need tah apologize, does she." AJ said trying to break it up, but Cheerliee was taking a step back from Dashes challenge.

"_Is she nuts, she knows as well as I do that I can't beat her in a race even if she's not using her wings, I'll lose for sure"_ she thought already thinking the end result. Her being humiliated by Rainbow Dash and wearing that chicken costume all day long.

She continued to back away "Well all that big talk and your back away like a filly at her first day of school. You might talk the talk, but can you walk. The. Walk." Dash said poking Cheerliees chest with those words causing her to push through the crowd of ponies and run from the crowd and Dash.

"I'm guessing that's a no then!" Dash called out to the running pony in a slight tone of victory and pride.

After running away she instantly went back home and locked the door so that nopony could get in.

She was sweating up a storm after running from Dash and the crowd of ponies.

She lets out a relieving sigh knowing she was safe in her home _"Dash is right maybe all I do is talk big, but I can't back it up with actions."_ Cheerliee thought looking downcast.

"Momma is everything okay?" a fillies voice said that instantly cheered Cheerliee up.

Her home consist of a living room with a radio and the usual furniture, a normal kitchen with an oven, a refrigerator. The upstairs had two bedrooms, one for her, and one for her adopted daughter Emerald Jewel, who was now at the top of the stairs apparently waking up from a long nap she had while she had been out.

"Yes my little jewel, just mommy was having rough day." Cheerliee said with a cheerful smile trying to hide her sadness from her.

"_Hopefully by tomorrow everpony will forget this every even happen." _ Cheerliee thought only thinking about what tomorrow would bring.

The next day was a weekend for her, and Emerald doesn't have to go to school today. Today was also shopping day for her; she would make a list of what's needed and head out to the shopping markets. First on the list were apples and she knew just where to get them since she knew the pony quite well.

She approached a made shift wooden stand that had an trio apple sign on it and a small sign that said 'OPEN' in big letters.

"Good morning AJ." Cheerliee announced to the mare in a cheerful tone.

"Well, howdy Cheers, the usual ah suppose." AJ said in a knowing tone.

"Yes please." She answered as AJ dropped three apples in her saddlebag.

"Look Cheers, sorry 'bout Dash yesterday she can be quite uh hoof full if yah ask me." She said

"I just would want her to taste her own medicine for once." Cheerliee answered slightly angered.

"Now ah know you would want to, but that just won't solve anything yah know." AJ advised putting a hoof on hers.

"But she made me look like a complete fool yesterday, and I still think you and Lightning Dust deserve something for the way she has treated you." She countered and walked away from the stand

"Why to ah get the feeling this ain't going tah end well." AJ says under her breath before continuing on with her usual work.

About a half hour later gathering most of the things on her list the last thing she need was seed for her garden back home and the only pony who had them were Daisy the local seed shop owner on the other side of town.

When she entered the shop she found nothing but flowers and seeds everywhere and at the counter was an earth pony mare with light grayish lime green, and moderate green eyes, her coat is a pale magenta, and her cutie mark were two daisies that almost reassembles Cheerliees with the exempt of the smiling faces.

She approached the counter "Hello Daisy, it seems you have more variety here every day." Cheerliee said impressed with how the shop has grown much like the owner.

"Well we have been getting more shipments of seeds lately, but the more the merrier right." Daisy said and gave her the usual, paid the bits and before Cheerliee was about to leave she was stopped by Daisy

"Oh and by the way, hopefully you don't decide to race Rainbow Dash, because that would be almost hysterical if you know what I mean." Daisy said trying to hold back a chuckle but failed miserably. To put it simple she added logs to a burning fire.

"Wouldn't dream of it." She said sarcastically and walked out slamming the door.

"_The nerve of the pony, she knows it, I know it that I wouldn't be able to even keep up with Rainbow Dash even if I tried." _She thought keeping her head up and thinking of what dash said to her

"_You talk the talk but can you Walk. The. Walk." _ That phrase only annoyed her to no end and she knew just who to talk to about this.

At the library Trixie was practicing a new spell she found in one of her books. It allowed her to turn a rock into anything she can think of. She getting ready to cast it when there was a knock at the door, and she stopped her casting.

"Spike could you get the door and show whoever it is in please?" Trixie asked turning back to what she was practicing.

"Got it." Spike said and dashed off to the door opening it only to find cerise coated pony at the door.

"Oh hello Cheerliee." Spike greeted happily.

"Sorry to bother but is Trixie here?" Cheerliee questioned trying to look past him hoping to spot the azure mare.

"Yes she's upstairs at the moment I'll go get her." Spike went up stairs to tell Trixie that Cheerliee was downstairs waiting for her.

Cheerliee glance around the library that there was a stack books on her desk that were filled with pages that were an easy one hundred plus pages. After looking she saw Trixie coming down from her room

"Hi Cheerliee what brings you here?" Trixie asked wondering why Cheerliee had visited, and obviously didn't know about the incident the other day.

"Well you see Trixie I kinda need some help with something. It's about Rainbow Dash." She said letting out a sigh as Trixie let out a gasp.

"What about her? Did she get into an accident or something?" she asked in a hurry then Cheerliees expression changed completely from a cheery smile to a more angered expression.

"I am frustrated with her! Do you know what she did yesterday!?" she asked and Trixie shook her head in surprise that her friend and the Element of Kindness was angered.

"Well when I was just grading some papers for the teacher, I saw Rainbow Dash, Applejack, and Lightning Dust racing, and after the race was completed she when on a rant saying that she was better than everypony in Equestria, and me being the peacekeeper tried to calm her down." Cheerliee said as a very patient Trixie listened as she continued.

"And that's not all when I tried to ask her to apologize to them, she said she would if I beat her in a race, and I'm not the racing type for that matter, but I just ran off already knowing the outcome, and today Daisy thought it would have been funny if I raced her! Argh I just want to give Dash a piece of her own medicine!" Cheerliee ended her ranting huffing after she finished only leaving a stunned Trixie and Spike with a open mouth.

Trixie put a hoof to her chin in thought "Well I don't know but it does seem Dash is a good athlete, but I may have a spell that might help." Trixie says hesitantly.

That perked her ears up right away "You do?" she said frantic but realize she lost her composure and quickly gain her barings

"I mean, you do?" She asked in a sweet tone.

"Yeah it's a pretty difficult spell but shouldn't be too difficult." Trixie said as she and Spike went to the bookshelfs.

"Now where did I put it?" Trixie said scanning the shelves for the right book as Spike got up a ladder and eventually found it.

"Got it right here Trixie." Spike said coming down and bringing it to her.

"Thanks Spike, what would I do without a good assistant." Trixie said rubbing his head.

"Awe shucks Trix." Spike said blushing a bit embarrassed as Trixie looked through the book stopping at a particular page.

"So the only way to get even with Dash is to be just as fast as her." Trixie states.

"But the only one who is close to being fast as her is Lightning Dust, so I don't know about giving an earth pony the ability to be just as fast." Trixie continued eyeing Cheerliee behind her.

"And I believe this spell should do it, all it requires is a DNA sample of an extremely fast creature." Trixie said

"Does Rainbow Dash count as one?" Cheerliee asked sarcastically.

"Well she is the only fastest pegasus that I know, but you would need to get a sample of her DNA." Trixie explained.

"But how am I going to do that?" Cheerliee pondered that question then an idea came to her remembering one of the students she helps.

"Scootaloo! Of course she idolizes her in more ways than one." Cheerliee smiled at the idea and already came up with a idea that would work to get her to help.

"Well I guess that would have to do then, you go find Scootaloo and I'll prepare the rest okay." Trixie said but Cheerliee was already gone.

She searched around for Scootaloo and maybe she would help her. The tricky part is actually finding her, but luck was on her side when she spot an pegasus filly with cerise mane, light brilliant gamboge, and grayish purple eyes, she was also wear a purple helmet with a light shade of purple goggles and riding her scooter.

"Oh Scootaloo!" She called to the filly in a sweet tone as she walked over.

"What's up Miss. C, please don't tell me I'm trouble again?" questioned the filly looking back and forth as if she had done something.

Cheerliee shakes her head "No no no. You're not in trouble, but would you mind if I ask you something?" Cheerliee said as the filly looked at in her in confusion.

"I heard that you are a fan of Rainbow Dash are you not?" She asks

"Yeah Rainbow Dash is probably the coolest pegasus in the all of Equestria with Lightning Dust close second!" Scootaloo ranted.

"I was wondering if you could get a bit of her mane for me if that's okay?" Cheerliee asked which confused the filly.

"Why do it?" she asked in her confusion.

"Well… it's for… uh Trixie!" She said quickly.

"Yeah she needs it for an experiment she's performing and she needs something from the fastest creature here or in her case Rainbow Dash." She said with the cheeriest of smiles.

"Well I don't know. What's in it for me if I help?" Scootaloo said looking at her with a stern look.

Cheerliee sighed "I'll gladly help you with your homework for one week." She said which instantly put a smile on the fillies face

"Thank you thank you! I knew you were a kind pony right from the get go, and don't worry I'll see that I get a piece of Dashe's mane." Scootaloo cheered and zoomed off to find Rainbow Dash.

"No problem!" she yelled out as the filly zoomed off.

"_I hope this doesn't come back and bite in the flank."_ She thought think of the possibility of this being of a bad idea.

After about three hours Scootaloo did find Rainbow Dash and told her that she needed to get a piece of her mane to give to Cheerliee to give to Trixie but didn't mention what it was for. While back at the library with the acquired hair from Rainbow she was preparing the spell

"Are you certain you what to do this Cheerliee?" Trixie questioned only to get a firm stare back from Cheerliee.

"Yes, Dash has been boasting for so long I can't stand it, somepony needs to take her down a peg." She stated clearly without hesitation.

"Okay, you might feel a slight pinch but it shouldn't hurt a bit." Trixie said as she lit up her horn. The aura surrounded the piece of hair and fired a small light beam toward Cheerliee which incased her in a sphere.

The magic surged through Cheerliees body for about a few minutes but then it began to subside and then she was down on the ground and Trixie was sweating from using the spell. She got up from the ground and looked at herself which she was still the same.

"I don't feel any different or anything. Are you sure you had the right spell?" Cheerliee questioned apparently angered.

"I'm sure it was the right spell, maybe it's not a physical change I'll have to make sure." Trixie looked back at her spell book. Cheerliee sighed examining herself again then headed outside.

"_Maybe." _She thought opened the door and ran out the door. Before she knew what happened she ran to doorstep of her house and stopped. She then looked back where the library was which was halfway across town and then down at her hoofs.

It was then she realized what the spell did "I'm fast." She whispered in astonishment.

"I'm fast." She said again but in a normal tone it starting to sink in.

"I'M FAST!" she yelled and zoomed back to the Trixie's library.

She zoomed in with a gust of wind knocking some of Trixie's stuff over "Trixie it made me faster, ways faster, I'm practically the fastest earth pony ever!" she squealed jumping cheerily.

"Well I hope it doesn't cause any problems for you." Trixie said looking up from her book and closing it.

"Well I'm off to find Rainbow Dash. And I'll show her a thing or two." Cheerliee stated calmly and zoomed off.

Rainbow was doing her normal thing; napping in the afternoon at the park after her job was finished on the only cloud that wasn't busted. She was snoring till she heard somepony calling her name.

"Rainbow Dash!" the voice yelled waking her up from her pleasant dream of flying with a certain group of pegasi.

"Ugh, who is it?" she said groggily getting up and stretching from her nap. She looked down from her cloud only to see a magenta colored pony standing there.

"What do you want Cheerliee, can you see I'm napping here." She said rubbing her eyes to get awake

"I accept your challenge!" She said bluntly to Rainbow and with pure confidence.

Hearing this Dash went clear some ear wax out of her ears "Sorry but I thought you said you accepted my challenge." Rainbow repeated.

"I did, you and me, or is Rainbow Dash awfraid of a wittle pony like me." She mocked with a childish voice and she knew Dash didn't like that and came zooming down to her and landing in front of her wings flared.

"Be careful teach or you may not like the outcome." Dash said gritting her teeth.

"Then let's race, we'll start from your cloud to the Ponyville fountain in town, first one to touch it wins." She explained as Dash started to land.

"Oh and one more thing, you can use your wings if you want to." She then adds as Dash stop giving her a puzzled look.

"Then let's stop chatting and get racing." Dash smirked and marked off the starting line

"Still time to back out." She said to Dash in a similar tone Dash herself would use.

"No way, and same to you!" she retorted back as her and Cheerliee got into a starting stance.

"Ready." Cheerliee started

"Set." Dash continued

"GO!" both said and zoomed off. Dash took to the air and Cheerliee ran on the ground and slowly moving ahead of Dash.

"_How is she already ahead of me like that, no matter I'll just give it all I got at the last mile."_ Dash thought as she was a little behind her.

"_Is this really all she's got? Talk about slow."_ Cheerliee thought as they began to approach Ponyville.

"_I can almost see the fountain in sight time to get it up a notch"_ Dash thought flapping her wings as fast as she could to get ahead of Cheerliee.

"No way I'm losing Cheers but it was a good race!" Dash shouted to her below already declaring her victory.

"Yes it was, but now for me to end this!" she shouted back and started to pick up the pace and now she was two pony lengths in front of her.

"Today's lesson is now over." She whispered as she ran full sprint toward the fountain.

Dash noted how she was pulling way ahead now five or six lengths ahead of Dash.

"No way! C'mon wings don't fail me now!" She flapped harder to try and keep up but it was no use as soon as she flapped even harder. The fountain was in view and zoomed toward it, and touched the tip of the fountain. She was sweating up a storm when she touch it but it seemed like no pony else was around.

"What took you so long slow poke?" Cheerliee said holding a stop watch.

"I've been here for a minute and thought I've left you behind, oh wait I did!" Cheerliee mocked. Dash was stunned with her mouth gapped open and her left eye twitching.

"I lost, but how I demand a rematch!?" Dash said angered stomping a hoof on the ground as she landed.

"Let me think, hum… no." Cheerliee saying bluntly but still had a smile on her face.

"What do you mean no?!" Dash even more furious about to get up in Cheerliee's face, but Cheerliee had already moved and was behind her.

"Just by racing you I can tell you're no longer a challenge for me anymore and that is that. No if's ands or buts about it." Cheerliee said and left leaving Dash in her dust.

Cheerliee walked around Ponyville proudly as if a weight just had been lifted from her but little does she know that her mane and tail gained a new color, a blue stripe appeared on her mane and tail that replace a bit of her pinkish grey.

Meanwhile with Dash her blue streak had been replaced with a pinkish grey streak as she went off mumbling and angry. Dash went to find a place to blow off some steam when Scootaloo was passing by.

"Hey Rainbow Dash mind is it okay that you take me for a flight?" she asked very excited, but failed to see Dash was rather angry.

"Sorry Scootaloo but I need some alone time today." Dash said as she flew off.

"Okay no…" She paused a second taking in what Dash had just said.

"_Wait a second did she call me Scootaloo, its normally Scoots or something like that."_ She thought in realization.

The days progress as Dash kept challenging Cheerliee every chance she got to a race, but the result was still the same no matter how many times; she'd ended up losing every time again and again. And every time Dash seemed to be losing more colors of her main and tail while Cheerliee was gaining colors. Throughout the other days Dash has lost her blue, yellow, green, and purple streaks and replaced by grayish pink streaks.

It was day time and Cheerliee was making her usual rounds and getting complements about her new mane color and tail that now has blue, yellow, green, and purple. She went to stop by Trixie's library. She walked inside since the library is a public area to see Trixie putting some food away in the fridge.

"Hey Trixie!" she cheered causing Trixie to lose hold of her magic, but not very as she quickly regained focus.

She turned around to see Cheerliee and her almost complete rainbow mane.

"Um… hi, what are you doing here." Trixie questioned and also looked confused still staring at the mane and tail of her friend.

"Oh just wondering if I could chat with you for a bit okay." She said. Trixie blinked a few times before she answered.

"Okay… say how's Rainbow Dash?" she questioned as she returned to put things away.

"Rainbow, she been challenging me every time to a race to try and beat but I win quite easily every time, she's just too… oh what the word I'm looking for… oh yeah booooring." She emphasized the boring to a stretch. That caught Trixie's attention about what she said

"Well she is a competitive athlete that's for sure, but that doesn't mean you she discredit them." Trixie stated.

All that Cheerliee did was raised an eyebrow at that statement then just shrugged it off.

"Well whatever, Dash isn't going to beat me and that is a fact." Cheerliee said as she zoomed off to who knows where.

Trixie became puzzled at how she reacted and decided to check the spell book and see which spell she cast. After flipping through some pages she came to the page that allowed Cheerliee to get so fast in the first place.

She slowly read it and every time she read it her eyes got bigger and bigger until they almost popped out of her eyes and she slammed the book close in distress.

"This isn't good." Was all that she able to say.

She trotted back and forth in the lobby of the library "Everything will be fine Trixie." She kept muttering over and over.

"Uh Trixie your…" Spike starts as he comes down hearing Trixie.

"Trixie knows she's speaking in third pony!" She yelled.

"Then what's the problem?" He asked.

"Just look on Trixie's desk at that book page 135 and you'll see what Trixie means." She said pointing to her desk as Spike went to it.

He opened to the page and it read saying 'Molding of Minds' on the page. "Molding of Minds, what is that anyway?" Spike asked rubbing his head which only made Trixie groan.

"It goes like this: If you have DNA of somepony like say a piece of hair and you cast it on a pony it will not only give you the traits of that pony but your mind will start acting like that pony." Trixie explained.

"So I'm guessing that would explain why Rainbow Dash over there has Cheerliee's mane." Spike pointed out the window and Trixie saw a cloud with the cyan pony on a nearby cloud and what was left of her mane was a red streak which apparently she had two more races with Cheerliee.

Dash seemed to be mopping and mumbling something. "Spike find the others except Cheerliee; need to speak to Dash I'm the one who gave Cheerliee that power and Dash can be the one to take it away from her." Trixie said and with a salute Spike was off to find the others.

It took awhile but Spike managed to find them at the least. Trixie and others with the exception of Cheerliee were under the cloud that she was on.

"Dash can we talk to you for a minute!" Sunset called out in worry.

"Go away; I don't want to be bothered." She called back.

"Please Dash we just want to see how you're doing." Coco said.

"Yeah, c'mon down from there." Dust flew up and grabbed Dash by her back and brought her down.

When she was brought down, the girls were shocked to see what she looked like now. Her normal rainbow mane and tail were about gone except a small red streak on both, her eyes were half opened like she was depressed, her eyes were bloodshot like if she was crying. Her normal swagger was also gone.

"Are you okay Rainbow?" Sunset asked

"No I'm not okay! What do think I'm a laughing stalk of Ponyville because I can't beat Cheerliee because she's faster now and I'm not and there nothing I can do about it!" Dash cried as she broke down laying on the grass curling up into a ball.

Trixie steps up putting a hoof on her shoulder "Rainbow I'm sorry." Trixie finally said but Dash was still crying.

"F-For w-what." She sniffed.

"I performed a spell on her that allowed her to be as fast as you but I didn't expect it to actually change a ponies mind and to act to like them for that matter." She said lowering her head then lifted her head back up.

"But I do know something that can work to return you back to normal." Trixie stated with a happier tone.

"Well what is it?" Lightning said looking at her.

"She just has to show her true self again in some way and it was cause a mental shock strong enough to both of them strong enough to revert them back to normal." Trixie said.

"Any suggestions on what could cause a strong mental shock?" Lightning asks.

"…The only possible idea that might work would be a race." Trixie says.

But in response to that Dash cringed "But I can't I'll just lose again like the last time. I just… just." Dash began muttering incoherently.

After a few minutes Sunset finally spoke up "C'mon RD I don't know any other pony with the courage you have." She commented and gestured for the rest to follow suit.

"Yeah, plus your fast, brave and probably the better athlete out of all of us here." Lightning said.

"And your proud of who you are and plan to keep it that way to, but you can't put yourself down because of a little set back." Coco said with confidence.

"I may not have been here long, but if you need some support I'll be there no problem." Trixie stated.

Dash picked herself off the ground and her crying dried up "So you really think I can win?" Dash said wiping her tears away.

"We don't think, we know you can win." Sunset declared

"Now how about it Dash?" Lightning started

"You ready or what?" Coco added.

With all that her friends say she couldn't let them down "Okay I'll give it another go." She said nervously.

They all went to find Cheerliee which wasn't hard, she by the park bench grading papers and doing some sit up exercises until she spotted Rainbow.

"Oh hello, coming back for me to embarrass you again." Cheerliee smirked causing Dash to walk backwards a little.

Dash took a deep breath and let it out slowly before she spoke "Yes I want another race." She said firmly.

"Well somepony is confident in herself today but the outcome will still be the same as always." Cheerliee stated getting up from her sit ups.

"But if you must insist on embarrassing yourself, be my guest." She commented with another smirk.

"First one to the town hall of Ponyville wins and you'll start from that cloud up there while I start below it." She said pointing to a cloud above them.

"You can do this Dash." Sunset said

"Don't let her beat you." Lightning continued

"Stay strong." Coco added with a firm nod.

"Go get her." Trixie finished. Dash nodded as they both lined up at the starting line.

"Ready." Cheerliee began.

"S-Set" Dash continued nervously,

"GO!" Both side in unison. They both zoomed off leaving a trail of dust behind them.

Dash of course was flying while Cheerliee was on the ground pulling ahead of her by three pony lengths.

"_No I can't lose again, not again." _Dash thought flapping her wings to try and to close the gap between them.

"How is it going Dust?" Trixie asked while Lightning was holding a telescope.

"It looks like Cheerliee's leading but Dash is slowly closing in but there already half way there it's going to be close girls." Dust said.

Dash was trying her best to keep up with her but it still wasn't enough "Looks like I'll win again huh Dash." Cheerliee commented already declaring victory as she put more of a distance between them

"_No, not again, I blew it again, I'm the worst flyer ever." _ Dash thought as flashes of her previous loses flashed, but then what her friends had said flashed in her mind.

"_You can do this Dash, Don't let her beat you, Stay strong, Go get her, We don't think we know." _ From what her friends said made a smile on her

"_No, I still have a chance, there's no way I'm going to be beaten! AGAIN!" _ Dashes thoughts screamed as she flapped her wings to the max catching up and passing Cheerliee.

Cheerliee was at first shocked to see that she was pulling away from her and they were approaching the town hall. Dash gave a finally beat of her wings and she was now touching the town hall. It took her a second to realize what she did.

"I won." She whispered.

"I WON!" she yelled out and Cheerliee just a few seconds behind her.

"I don't believe it, you beat me." Cheerliee admitted. Just as quickly all of Cheerliee colors that she gained from winning faded and went back to her normal grayish pink and Dash got all her colors back.

The rest of the girls got up with them "Did it work?" Trixie asked looking at both of them.

"Looks like it did." Lightning concluded. Cheerliee looked at Rainbow Dash.

"Rainbow Dash can I say something to you." Cheerliee approached her.

"I apologize for the way I've been acting toward you, I guess it I got carried away by it that I didn't considered your feelings, I was wrong." Cheerliee admitted lowering her head.

"Well I guess I'm sorry too, I guess my bragging can affect other ponies around me." Rainbow admitted rubbing her head with her hoof.

Trixie smiled at the both of them "I guess we both learned something today have we." Trixie said as Cheerliee and Rainbow nodded in agreement.

Seeing this Trixie turned to Spike who had also been watching the whole time.

"Spike. Take a letter please." She asks watching the two as Spike took out a quill and scroll.

"_Dear Princess, Celestia; I discovered something very unique, sometimes when a pony brags about something and somepony else take it into their own hoofs can have consequences, but not everypony is perfect. Sometimes bragging can have some negative effects on others causing them to rethink about themselves but it also takes your friends to give you some support when things are down, and even after everything is over it will only tighten the bond between friends so that they can understand each other more. Your faithful student, Trixie Lulamoon." _

Trixie wrote "Send it Spike I'm sure she'll be expecting it." Trixie ordered as Spike puffed it away to Celestia

"I'm just glad everything is back to normal with those two." Spike commented

"I think things will turn out just fine." Trixie both of them laughing into the endless sky with Rainbow zooming in the sky.

* * *

><p><strong>F3: That's another episode under my belt. Next time it's *loud poof* *Looking at a orange hoof* … Pinkamenia Diana PIE!<strong>

**Pinkie: What?**

**F3: WHAT DID YOU DO!? **

**Pinkie: Don't look at me you pressed the button last episode.**

**?1: WHEN I GET MY HOOVES ON THAT POOFY PINKIE MENACE I'LL KILL HER!**

**?2: PINKIE!**

**F3: Next Time on the Moonburst series A Mile in her Hooves. I'm Fireuser3 (Or Fireseeker) Blazing Out. *Seeing ice forming on domain door* I got a bad feeling next episode and I'm not going to like it.**

* * *

><p><strong>IN DECODE9'S SECTOR<strong>

**D9: *Sighs as movie finishes*Well I'm glad movie is finally done and over…*Loud poof sound* with.**

**Comet: *Looking at D9 who has turned into a steel grey stallion with a black and silver streaked mane and tail* Umm…That can't be normal.**

**D9: *Looking in the mirror* …PINKIE!**

* * *

><p><strong>IN AKRISAKARA'S SECTOR<strong>

**AS: *Finishes typing on a computer* That should finish up for my one-shot. Now only to…*Loud poof sound* *Looks at self and is now a cyan white mare with a purple and blue mane and tail.* save my file…You have got to be kidding me! …WHEN I GET MY HOOVES ON THAT POOFY PINKE MENACE I'LL KILL HER! *Rushes out of sector and is attempting to freeze over the door to Fireuser3's sector.***


	3. A Mile In Her Hooves

**F3: *Place surrounded in ice and Pinkies tongue stuck on a pole* Was this really necessary Akari?**

**Akari: Oh quite, now you have a Pinkie tongue Popsicle *Smiles* Well gotta run see yah. *Exits***

**F3: Ugh… Siblings. Okay Pinkie she's gone.**

**Pinkie: Oh good my tongue almost got frostbite. Fireuser3 doesn't own MLP, etc. you know the deal.**

**F3: I'm Fireuser3, Blazing Out!**

**D9: WHERE IS SHE! I'M GOING TO THROW HER INTO A PIT OF SHARPEDO WHEN I FIND HER!**

**F3: Not him too.**

* * *

><p><strong>Episode 4: A Mile in Her Hooves<strong>

It started as a normal Sunday for a filly by the name of Pendragon Shimmer who was still trying to get her magic to manifest itself and was practicing a levitation spell she was reading from one of Sunset's books "Okay here we go." She said in a determined tone.

She focused magic into her horn which glowed a red-orange and very little and had began sparking a bit as she attempted to lift the flower pot.

"C'mon just a bit more." Pen said still determined to lift the object off the ground but what she didn't know was that she was concentrating too much magic which was building in her horn, and without warning…a loud boom had occurred.

When she woke up from the boom, the place was in shambles, everything was out of place and in a state that would make Trixie faint.

"Oh ponyfeather." Pen whispered as she tries to clean up the place and make it try and look like nothing had happened.

"_This is not going to end well. I just know it."_ Pen thought as she hurried to fix up the damage she unintentionally caused.

Elsewhere before the loud boom Sunset Shimmer was at Sugarcube corner getting herself and her sister a breakfast snack; that is if she can stay awake to get it. She was nodding off every now and then but still barely awake.

"Are you alright dear?" asked a pony. The pony was Mrs. Cake an earth pony mare with a light cerulean coat with a light crimson and pale, light grayish crimson with rose colored eyes and three cupcakes as her cutie mark.

Sunset perked up to meet the mare eyes "Yeah… just a rough week that's all." She said weakly but still able to be heard.

"You wouldn't believe all the tutoring I had to do. I was able to help Snips and Snails get control of their magic and it took about three days to get Dinky's magic to develop when she's not running around all day long, plus theirs my sister to deal…" Before Sunset could finish she was interrupted by a loud boom.

"What was that?!" Sunset now fully alert the sound having woke her up completely.

"I think that came from your house dear?" Mrs. Cake said as Sunset quickly paid for her breakfast, placed the snacks in her saddlebag and ran with speed that would impress Rainbow Dash.

When she got home she burst through the door only to reveal her home was a wreck. When looked around most of her spell books for the fillies and colts were all scattered and over half of them were burnt. Her furniture was all flipped over on its sides.

And too top it all a filly was standing there with suet over her mane and coat with a nervous smile "Um… hey sis… um welcome back." She said sweating bullets. Sunset just looked at the scene her eye twitching

"So… may I ask… what caused this?" Sunset said trying not to lose her temper. Pen took in a deep breath before reluctantly answering.

"I was practicing a levitation spell from one of your books and it kind of went out of control and I might have accidently caused this mess from a magic overload." She said it all in one breath, taking in a breath after she finished.

Sunset was about to lose it but restrained herself _"Easy Sunset, she's your sister and I'm sure she was trying her best at it." _She thought before letting out a deep sigh.

"Well at least you're not hurt. Now how about you help me clean up this mess?" She said with a smile getting straight to cleaning.

After about a half hour of cleaning, reorganizing, and polishing of everything Sunset had decided walked upstairs to lay down for awhile still feeling the effects of her weekly tutoring.

"Pen before I go lay down your breakfast from Sugarcube Corner is in my saddlebag, it's your favorite blue cupcake with sapphire sprinkles." She called down.

"Okay thank you sis!" Pen says happily with a smile.

"And please for Celestia's sake _do not_ cause any trouble while I'm asleep." Sunset pleaded with a bit emphasis on do not.

"Alright, now go rest up." Pen said in annoyance as she rolled her eyes too, and with that said Sunset had gone up the stairs and the sound of a door opening then closing was heard.

Pen had begun munching on the cupcake her sister got her _"She worries too much. How much trouble can a filly like me cause?"_ She thought as she finished and then looked towards the book she had been looking at earlier before the explosion.

She gave a silent nod to herself "Alright time to get back to practicing, but what should I practice on?" She asks looking around and saw the flower pot, but shook her head knowing how that had turned out.

Then something caught her eye, it was an amber medallion with three suns circling a medium size emerald colored topaz hanging on a small hanger above a few photos so she couldn't reach it unless she used levitation.

"_That'll work"_ she thought and began to concentrate on the medallion with her magic. The medallion began to glow in Pen's red-orange aura beginning to levitate from where it was hanging.

"That's it just a bit more." She whispered as it rose to just above her.

"Wow." She said in aspiration, and it was at that moment that Sunset decided to come back down the stairs.

"I almost forgot my breakfast." She said. Her voice surprised Pen causing her to lose her concentration and the medallion that was incased in the aura fell.

All was heard next was a loud crash as the medallions gem was shattered. A silence filled the room, both sisters staring at each other, and then Pen broke the silence.

"I'm sorry! I'm sorry! I'm sorry!" she pleaded but Sunset walked past her toward the broken medallion which the gem was nowhere to be seen on it only small fragments laid around it.

"Pen I'm only going to say this once. What did you do?" she asked coldly not looking at her.

"Um… I was practicing my magic." She answered with a nervous giggle.

"And what in Tartarus possessed you to do so?" Sunset continued her voice cold as ice.

"Well I…" Pen began before she was interrupted by her sister.

"Did you even think about why it was on the hanger up there!?" She raised her voice.

"Well I wanted to get a better look at it, what's so important about it anyway?" she asked cocking her head a bit.

That did it. Sunset had lost it "This belonged to my elder brother before you were even born!" She yelled turning to Pen who was shaking a bit.

"And another thing if you want to learn levitation why didn't you come to me about it!" Sunset yelled

"Well I would've…" Pen began looking at Sunset sternly

"IF MY SISTER DIDN'T CAME HOME ALL WORN OUT!" Pen yelled.

"Watch your tone little missy, that's no way to talk to you older sister!" Sunset says her tone and voice raising as she had started to lose her temper.

"Well excuse me but when you were available it was already; nine times out of ten LATE IN THE EVENING!" She raised her voice to Sunset.

"WELL IF YOU COULD SEE HOW I GO THROUGHOUT MY DAY YOU WOULD UNDERSTAND!" Sunset yelled

"ALL OF WHAT I DO BRINGS BITS INTO THIS HOME!" Sunset continued angered.

"WELL IF YOU TEACH OTHER FILLIES AND COLTS THERE MAGIC WHY NOT ME? DO YOU KNOW WHAT IT'S LIKE NOT BEING ABLE TO CONTROL OR EVEN USE YOUR MAGIC?!" Pen shouts back

It became a screaming match between the two siblings until Sunset trotted out the door leaving her sister in the house.

"She doesn't understand one bit what I do to keep this place I've got here." Sunset said still holding the medallion in her hoof.

"Does she brother?" She said looking down at the broken medallion holding it closer to herself.

After their little shout fest she was stopped by Trixie who was watching as Lightning was eating a bag of popcorn on a bench nearby.

"Did you really need to scream?" Trixie said taking corks out of her ears. Sunset blushed in embarrassment.

"You two heard all that?" she asked sheepishly, they both nodded in response

"Sorry about that but sometimes my sister can be a little unbearable when she can be." Sunset continued with a frustrating look on her face.

"Well it's not like all of Ponyville heard you two if know what I mean." Lightning said while tossing popcorn in the air before catching it with her tongue to pull it into her mouth then swallowed.

"But I've never seen you yell at your sister before." Lightning finished.

"Maybe I'll give her some time to cool off before I even think about stepping back in there." Pointing her hoof to the door of her home.

"That would probably be for the best." Trixie stated then came up with something.

"Hey to get our minds off things how we have a picnic with the others to calm things down a bit." Trixie suggested which they both agreed.

"I'll start packing." Trixie said as she teleported away.

After gathering the rest of the girls they found a spot near a small pond for them to swim which Dash and Lightning enjoy which started up a water breathing competition to see who can hold their breaths the longest.

"So Trixie told us you had a squabble with you sister today, I hope nothing happened?" Coco asked. Sunset shook her head franticly.

"Nope! Nothing happened!" She said nervously shooting a small glare towards Trixie.

"You're are a very bad liar Sunset." Cheerliee stated

"So what is that you are trying to hide?" Cheerliee questioned pointing her hoof toward the object Sunset was trying to hide under her hoof.

She gave a defeated sigh "I guess I can't hide anything from you." She said in a dead pan tone.

"Nope." Was Cheerliee's response as she gave a sly smile to the other mare.

Sunset brought out the broken medallion from below her hoof to show them "Wow, what a beautiful medallion, is that actual gold?" Coco asked with a look of awestruck in her eyes.

Sunset shook her head lightly "No sorry its only Pyrite. Fool's gold if you want to know." Sunset said with a small chuckle.

"Aww shoot, I would've looked nice on a new piece of dresses I've been working on." Coco pouted only to receive stares from the other three.

"Ehehe sorry." Coco said apologetically.

Sunset gave a small smile toward her friend "It alright there girl, but this is very important to me." She said with much sorrow.

"It belong to my brother once." Sunset finally said which caused the other to go wide eyed.

"Your brother! I didn't know you had a brother at all!" Trixie said not with just surprise in her voice.

"What happened to him?" Cheerliee asked with concern.

"He died when he was in the guard, but I've learned to accept the loss and this medallion was a reminder of him." Sunset said with only a tear escaping.

Sunset quickly wipe it away "He was the one who had taught me magic, and one of the reason's I have the place I do. He also knew mom was sick and had asked me to take care of our baby sister if anything should happen." Sunset stated then remember what happened today at home and her mood quickly changed from one of reminiscence to an annoyed glare at the ground.

"And if it weren't for Pen I wouldn't have to shovel out some bits to get this thing repaired!" she nearly screamed hitting the ground hard with a front hoof.

Her yelled caused both Rainbow and Lightning to pop there head out of the water.

"Hey what's the yelling for?!" Dash exclaimed giving Sunset a annoyed glare for interrupting the competition.

"Yeah, I was about to win!" Lightning complained as Dash looks at her.

"In your dreams." She replies with a smirk.

"Rainbow Aurora Dash, what did I tell about that bragging habit of yours?" Cheerliee said staring at her only to receive a groan from her before she answered.

"To keep it down to as little as possible." She chanted in annoyance.

Cheerliee smiled "Very good. Now how about you two come over here and sit down." Cheerliee waved them over and they sat down on their haunches.

"If only Pen understood what I have to go through everyday then I bet she would understand." Sunset said as she yawned and began to take nap.

"You girls don't mind if I take a small nap do you?" She asks her eyes starting to close already.

"Go right ahead it looks like you haven't slept in a good while." Coco gave a reassuring smile.

And before they knew it Sunset Shimmer was sleeping soundly with her ears folded in so she couldn't hear anything.

"Well what should we do?" Lightning whispered.

"Well I could take her home before she wakes up." Trixie whispered as she began to lift Sunset gently with her magic.

"And maybe I can get her side of the story about this problem." She adds in a whisper as she began walking back toward Sunsets place.

It took Trixie about ten minutes to get back to Sunset's home and when she opened the door it was to her surprise there was no Pendragon in sight.

"_I wonder where she went to?"_ Trixie thought but continued upstairs to try and find Sunset's room. After about the third door she finally was able to find her room which was indicated with her cutie mark on the door.

Sunset's room consist of teal green colored walls with a queen size bed up against the wall with three book shelves filled with magic books for the young and a study desk that would make Trixie even impressed, but her room isn't well organized as there was books on the scattered open on the ground and piled up on the desk.

Trixie gently put the sleeping Sunset on her bed and covered her with the blanket trying not to wake her. _"Now maybe I can get Pen's side of the story." _ She thought as she walked out of the room and teleported outside the house.

When she got outside she spot the ash grey filly walking out of Carousel Boutique, and luckily she had nothing with her.

"Well no time like the present I guess." Trixie said as she began approaching Pen, and she got closer she notice a few things about her.

One her eyes were narrower as if she was mad at something or somepony, second her pace was quicker which is normally a sign that she was going somewhere in a hurry, and third she kept muttering something to herself which is another sigh of frustration.

Trixie began to speak before Pen beat her to it "What do you want Trixie?" Pen states annoyed staring at Trixie.

Trixie was surprise at her attitude at first "Well I was just about to ask you about what happened between you and Sunset?" She asked quickly.

Pen gave a quick huff at the question "All because I broke something of hers she blows up in my face, and that she always seems to be tried after tutoring other ponies fillies or colts that can wield magic means she can't teach me some!" Pen shouted out.

"And that's not all, do you know how hard it is for a filly like me unable to use or control magic, it infuriating to say the least, and it just burns me up inside, and she doesn't even understand how I even feel! I don't even know simple levitation!" she ranted.

After the small outburst and Trixie listening to what she said Pen ran off in a fit of rage toward her home. _"So that's what this is all about, not able to understand one another." _ Trixie pondered about it.

"_So Sunset wants Pen to understand her work helps keep their home in order, and Pen wants Sunset to understand how useless not knowing any magic makes her feel." _Trixie thought for a minute about what she should do as she closed her eyes to think, then no later than a second she popped her eyes opens.

"_To quote Rarity: IDEA!"_ Trixie screamed in her thought and clapped her hooves together.

"I just know what to do, they may hate me for it but it'll be for the best… I hope." Trixie said as she teleported back to the library in order to prepare for her plan.

Hours past and Luna's night has covered the sky with her beautiful night with all the stars above. But in the mist of this gorgeous night a figure roams the streets of Ponyville quietly entering a neighboring house.

Attempting to steal something, no; kidnap a pony from the house, no; to possibly cast a spell on said sleeping ponies, well if it were the case of Trixie, yes. As Trixie followed the staircase to the rooms above while wearing a black burglar suit that kept her mane in it and that covered most of the body except her head, horn, and tail.

She approached what seemed like Pen's room. She slowly entered without waking the sleeping filly. Her room was more organized than Sunset's, but it was hard to tell any colors due to it being nighttime.

Trixie began to approach the filly _"Well surely hope I know what I'm doing."_ She said internally as she cast the spell on the filly which flashed a bright magenta.

After her mission was done she walked out of the house without startling anypony inside.

"_Oh pray Celestia that my plan goes right."_ Trixie thought as she walked back to the safety of her library.

The next morning started out like any other day considering today was a school day for the filly, but today something was off; when she awoke she wasn't in her own bedroom as like normal.

"_Um… why am I in my sister's room?" _Pen thought as she began to scan the room, and she spotted a mirror that was on the door.

She got out of bed and walked over to it, and what stared back was a pony with brilliant yellow and vivid crimson mane and cyan eyes with a horn with a brilliant amber coat.

Her eyes nearly popped out of her head when she looked at what she saw. _"What in Celestias name is going on here and why am I in my sisters body?!"_ She screamed internally and externally which her scream was loud enough that it could heard all the way to Rainbow Dashe's cloud house.

She bolted out of bed when she heard in and landed at the side of her bed "That tears it! I'm investing in a pair of ear plugs!" Rainbow shouted out then looked to her left and right and face hooved.

"Why am I talking to myself? *Sigh* Great now I'm turning into a Pinkie Pie." She climbed back on her bed and planted her head in the pillow and went back to sleep while Pen was still yelling.

"Pen would you calm down!" her sister yelled as she approached the room but to her surprise it was her body she was staring at. She blinked a few times then got a chance to look at herself.

"Give me a mirror." She asked her voice was not as stern as her own. She quickly looked at the mirror in the room on the door and she didn't like it. What looked back was an ash grey filly, with crimson red and electric blue mane with orange eyes with only a small horn. Her pupils dilated to the size of a needle.

"I'm… I'm a…I'M A FILLY!" She finally screamed

"MORE LIKE PEN!" Sunset yelled.

"Excuse me but I don't think I appreciate being you either you know." Pen said her voice sounding like Sunset's. The little filly paced back and forth for a while before she spoke.

"What could have caused this anyway?" Sunset said in a panic.

"Well maybe it could have been a POV spell." Pen answered after a quick moment of thought.

"A POV spell?" Sunset asked in confusion

"Really, you don't know what the spell is? And I thought you were the tutor of spells? Anyway a POV spell is well basically you get to look at ponies POV and swap bodies with any other ponies in the area." Pen explained.

"But who could have cast it? I most certainly didn't." Sunset said as Pen gave her a quizzical look.

"And we know Rarity wouldn't be able to either because she doesn't have any experience with it." Pen continued.

"So that only leaves one pony…" They both pondered it for a minute before they both answered.

"Trixie!" they said in unison Sunset sound a bit more annoyed.

"I'll go talk to her." Pen said as she began walking off as Sunset gets in her way.

"Whoa hold on why you, I can talk to her just as well." Sunset protested a bit annoyed.

"As you can see I'm you and you're me and today is a Monday so that mean it's a school day so you'll have to go to school little missy." Pen said apparently enjoying every minute of being her sister.

"You're enjoying this aren't you?" Sunset said bluntly.

Sunset walked down the street to the school house where the other fillies and colts were going to with her saddlebag in tow.

"_I can't believe this, why would drive Trixie to do this all of a sudden, oh when I get my hoofs on her…" _her train of thought was interrupted when she pumped into a somepony ahead of her.

"Watch where you're going idiot!" said the filly.

She looked at who she bumped into, this filly was an earth pony and her coat was a pale magenta, with a light grayish violet with white streaks and her eyes were a brilliant cornflower blue, her cutie mark was that of a tiara which she was also wearing one on her head.

"_Who is this again? Oh right Diamond Tiara I think." _ She realized after a moment of thought.

"Sorry for that just wasn't paying attention." Sunset/Pen apologized sheepishly.

"Oh it's just you, another blank flank." Diamond says in an annoyed tone.

"_Blank flank." _ She thought in confusion as she then looked at the back of her flank.

"_Oh that's what she meant… Wait a minute!" _ She thought realizing what Diamond Tiara said to her

"So what if I am a blank flank that means I get to enjoy myself to find out what my destiny is." She retorted.

"C'mon Di we better get going before we're late again." Called out another voice, the one was another earth pony filly with a cornflower bluish gray coat with a cerualeanish gray with cornflower bluish gray streaks braided into a pigtail and with grayish violet eyes with a cutie mark of a spoon adorned with a heart in it and wore big cyan glasses along with a cyan beaded necklace. This filly is known as Silver Spoon who is friends with Diamond Tiara.

"_When it isn't one it's the other." _ Sunset thought frown at the thought of seeing the both of them.

"Well I guess I'll see you I class then." Sunset/Pen said and proceed inside before the other two.

"This is going to be a long day." She muttered under her breath.

While Sunset was dealing being in Pens body; Pen was still getting used to being in her sisters' body, and unfortunately she wouldn't be able to talk to Trixie about the POV spell she casted on them. She looked at a calendar next to the refrigerator,

"What does Sunset do all day anyway?" She questioned with no pony to answer her as she looked at the calendar with the date September 16th circled in red marker which said 'Appointment with Dinky Doo at 12 o'clock' on it which was today.

"At 12 o'clock with Dinky Doo that shouldn't be a…" She looked at the clock which read 11:55 a.m.

"Problem." She finished then realized what the time read and her eyes became pin prick size.

"GAH I'M GOING TO BE LATE!" Pen yelled running about in a circle.

"I better get moving then!" She said as she zoomed out of the house to meet her client.

"This is going to be a long day." She muttered running down the street passing many others in her hurry.

While back at the school Sunset was already bored as a gourd but she could manage as study period began. She sat near the back of the class which she knew a few of the ponies there; like Emerald who was sitting on the right of her, and Applejacks sister Applebloom sitting just in front of her, Diamond Tiara sitting on Applebloom's left and Silver Spoon on her right.

During middle of class Diamond Tiara began to pass a note to Applebloom but after taking a look at it she notice the paper was blank. Applebloom was hesitant at first but began to grab the note with her mouth "Applebloom, are passing a note?" the assist teacher which was Cheerliee at the time caught her as Applebloom dropped the note which was blank on the inside

"And why is it blank?" She asked with a bit of surprise.

"Maybe its blank just her flank is." Diamond said mocking AB and began laughing at her along with Silver Spoon and most of the class except Sunset/Pen and Emerald who was afraid to counter them.

"Well I guess you have to stay before going to recess." Cheerliee said in a disappointed mother like tone, and that was then Sunset decided to jump in.

"I don't that would be necessary Ms. Cheerliee." Sunset/Pen answered.

"Why would that be?" Cheerliee asked blinking at he filly.

"Well if we take a look at the blank note notice that there is still some saliva on it and AB just touch it with her mouth but that is hardly enough time to put a saliva on it plus Diamond Tiara had every intention to embarrass AB just because she doesn't have a cutie mark, we all started out like that once before doesn't mean she has shove it in her face." Sunset/Pen said in a knowing tone that was familiar of herself.

"Well did you see Diamond Tiara pass the note?" Cheerliee asked.

"Yes I did." She answered and Cheerliee looked over to Diamond Tiara which was nervously fidgeting with her hooves but was saved by the recess bell and quickly ran out along with Silver Spoon right behind her.

"Well this turning out just fine. Now I know what Pen would feel like." Sunset/Pen muttered then realized what she just said.

"How she would feel." She muttered and stopped a moment and sighed recalling earlier.

"Maybe I need to be a little bit nicer to her next time." She muttered as she walked to join the other younger ones on the playground. Before she was able to leave a hoof blocked here way.

"Excuse me Pen but can I talk to you for a minute?" Cheerliee asked with a look of confusion

"Um… sure." Sunset/Pen said

"_I wonder what she wants to talk about?" _She thought as they stepped outside the classroom.

"That was a very nice deduction Pen, but I've never seen you act like this, normally you're quite. What's with the sudden outburst?" Cheerliee asked.

"Um… well you see… I just wanted to help AB you know." Sunset/Pen said sweating bullets.

"_Oh man, Sunset you should've known that Cheerliee would probably put two and two together."_ She thought as Cheerliee began to ponder something before she answered

"Pen do you remember when Sunset made that crater outside Sugarcube Corner?" Cheerliee asked the made Sunset/Pen eyes went wide eyed

"That was an accident and it was Pinkie party cannon doing that and…!" She paused realizing what she said

"Oh ponyfeathers." She muttered.

"Is that you Sunset?" Cheerliee questioned and she nodded in response.

"What happened?" Cheerliee asked holding back a chuckle.

"Well I think somepony cast a POV spell on me and Pen, but right now I can't go into full detail." Sunset/Pen said and trotted out to join the others.

"But I'll explain later, right now can you keep this secret?" She asked in a pleading tone and Cheerliee nodded in response promising to keep it secret.

Meanwhile where Pen/Sunset arrived where she meet Dinky and her mother Ditzy Doo. Dinky in a unicorn filly with light gray coat and light blonde mane her eyes were amber gold, she also has yet to gain a cutie mark. As for Ditzy Doo she is a pegasus mare with a darker gray coat with blonde mane with yellow eyes that seem to be crooked, her cutie mark consist of seven bubbles.

"Thank you for teaching my little muffin Sunset." Ditzy said chewing on a muffin.

"Don't worry she's in good hoofs." She said

"_That is if I can get a grip on my own sisters' magic then I'm in trouble."_ She thought as she was already sweating bullets.

"I have to go on a delivery run for an hour or two but it shouldn't take too long for me." Ditzy said preparing to take off.

"Well I'm off; make sure you behave for Ms. Shimmer okay." She said to Dinky.

"Yes momma!" she said with a assuring smile as her mother took to the air only seconds later to crash into a tree nearby.

"I'm okay!" she yelled back and took off again. The both giggled at her antics before Pen/Sunset spoke up

"Alright Dinky can you tell me where we left off?" she asked

"I think it was learning levitation magic." Dinky said happily.

"Levitation it is then." She confirmed.

"_Like that shouldn't be hard to pull off!" _She screamed internally as she began to scan the area of something easy for Sunset's student to levitate then spotted a small rock that could easily be moved.

"Let's start out small okay." She pointed to the small rock nearby and walked over to it.

"See that rock over there, we'll start with that." She says bringing it over to Dinky.

"But I want to lift something bigger than just a rock." Dinky whined giving Pen/Sunset the puppy eyes.

"Right now it is best that you start small you may think that your good with magic until you know your limits, so starting out like this is the best way for you to fully grasp your magic." She said wisely.

"_Great now I'm sounding like Sunset."_ Pen/Sunset thought after that moment.

"Okay." She whined as she chuckles. In this situation Dinky reminded her of herself.

"Okay first: concentrate on your target." She said and Dinky obeyed with wide eyes staring at the rock.

"Then, once you have a picture of it, close your eyes and imagine that same thing." She said as Dinky closed her eyes tightly.

"Now picture yourself lifting that same object with your magic and let it flow through you to your horn." She said again as Dinky began concentrating hard.

At first nothing happened then Dinky's horn started to emit a small yellow aura at the tip of her horn and began sparking. The rock started to ascend up but quickly brought down barely five centimeters off the ground. Dinky opened her eyes and noticed it didn't move at all which made her sad.

"Hey you almost had it. It takes time a practice to get a hang of it I'm sure just a few more tries you'll have it down in now time." Pen/Sunset encouraged.

"You think I can do it." Dinky said her smile showing she was cheering up.

"Positive, now let's try that one more time." She said giving Dinky a hoof pump.

"OKAY!" Dinky cheered and returned the hoof pump and began concentrating again on the rock.

After about the fifth time, Dinky was slowly improving the amount of distance she was able to lift the rock this time it was about four and a half inches off the ground.

"How am I doing?" Dinky asked her eyes still closed.

"Open your eyes and find out." Pen/Sunset said looking at her as Dinky slowly opened her eyes. When she did she was both shocked and happy to see the rock was surrounded in a yellow aura up on eye level with her.

She smiled the widest of smiles and began hopping up and down at her accomplishment.

Meanwhile back at the school house playground, Sunset/Pen was laying down, under a tree, reading a book; she thought it would get her mind off things after the whole fiasco with Diamond Tiara and being found out by Cheerliee. All the others fillies and colts were playing all around, some by the jungle gym, some by the sandpit, Diamond Tiara and Silver Spoon picking on AB.

"_Ugh, not again! Those two didn't learn their lesson the first time then I'm just going to have to make it clear to them."_ She thought as she placed the book on a nearby bench and slowly trotted over to where they were. AB was already in the dirt as both bullies were laughing at her before Sunset/Pen interrupted.

"Leave her be you two right now!" she shouted out to the two bullies.

The both looked back at who shouted at them "And what do you want Pendragon?" Diamond asked with a stern stare looking at her.

"I would like it if you stop picking on Applebloom." She said with a cold tone in her voice.

"And who's going to stop us, you?" Silver Spoon said with a mocking tone. She shook her head with a bit of a smile seeing a certain pony out of the corner of her eyes.

"Not me…her." She pointed her hoof toward the assistant teacher that was coming their way and stopped in front of the four fillies.

"What is going on here?" Cheerliee asked looking at the scene then at Sunset/Pen.

"Pendragon do you know what happened here?" she asked with a calm tone.

"No but I think some of the others here saw what happened." She pointed out to some of the others in the area.

Emerald stepped up "All I saw was Applebloom being tripped into the mud by Di and Silver that was all." Emerald said with a stern smile then Cheerliee looked at the two fillies.

"Is this true you two?" Cheerliee said raising an eyebrow at them. They both stuttered to say anything

"Or perhaps I should write a letter to your father about your behavior." Cheerliee threatened causing DT to flinch a little.

"I take it you two were involved?" She asked and they both nodded their head.

"Then I'll have a talk to you two about your bullying after school." Cheerliee said sternly toward them as she left them, and Emerald was helping AB up from her fall.

The rest of the school day went pretty smoothly avoiding all the taunts from DT and SS. After school let out for the day Sunset/Pen walked AB home and made her way back to her home

"_Talk about a day, I didn't know Pen would have to go through this every time she goes there."_ She pondered that for a few minutes before arriving back home.

"I need to make it up to her big time for being such an idiot to her." Sunset/Pen muttered as she saw the broken medallion on the countertop

"And for snapping at her." She muttered and remembered what Pen said to her yesterday

"_WELL IF YOU TEACH OTHER FILLIES AND COLTS THERE MAGIC WHY NOT ME? DO YOU KNOW WHAT IT'S LIKE NOT BEING ABLE TO CONTROL OR EVEN USE YOUR MAGIC?!"_ That rang in her mind.

She began to think about what to do for her sister then it hit her like a freight train and smiled a huge grin as she zoomed off to her room.

Meanwhile where Pen/Sunset was after teaching Dinky levitation and gave her the basics about her new acquired skill, she was paid for the hour with Dinky and went to find other clients to help. It was about five o'clock and she was tuckered out from her other clients she had that day.

"_Now I know how Sunset feels after all these clients, plus she didn't say she would accept walk up clients in the first place, my horn feels like a two ton anvil on my head."_ She thought as she rubbed her horn and was even sore to the touch.

She winced as she touched it. She looked at the amount of bits she made today "Hm fifty bits today that isn't so bad I guess." She said then pondered something that happened yesterday at what her sister said.

"_WELL IF YOU COULD SEE HOW I GO THROUGHOUT MY DAY YOU WOULD UNDERSTAND!",_ _"ALL OF WHAT I DO BRINGS BITS INTO THIS HOME!"_ Those words rang throughout her mind

"So that's what she meant by at what she does. I guess I've been pretty bad as a sister." She whispers to herself.

She managed to get back home and noticed that most of the lights were out but before she entered she heard a shaking in the bushes nearby that made her stop in her tracks.

"Who there?!" she shouted ready to fight off whatever was in the bushes, but nothing came out all but a squirrel. She let out a relieving sigh and entered the house.

Most of the houses lights were off "Maybe she's in her room." She trotted upstairs to find a slightly open door and inside the room was Sunset in her body apparently she was practicing magic.

"What are you doing?" Pen asked. Then sudden voice made Sunset lose her concentration.

"Oh hey Pen I didn't know you were home already." She said with a hint of embarrassment.

They both didn't say anything for a while then they both spoke up "I want to apologize for what happened." They both said in unison which surprised them both.

"You first sis." Pen said motioning her to talk.

"No you first, I insist." Sunset returned.

"Well… where do I even start just that I'm sorry about what happened and well living as you for a day I can see why you're always so tired all the time due to your tutoring thing you have with everypony here that wants to learn their magic, and I understand if you don't have time for me when you get home." She hung her head low after she finished and put her saddle bag down along with the fifty bits she made, and began to exit the room.

"I'm sorry too." Sunset said stopping Pen in her tracks.

"I was so stressed out from yesterdays work that I couldn't think straight and considering that I was going non-stop at this wasn't helping the situation either, but after living through you Pen and going to school I can tell what you mean by I didn't have time for you, but now I completely understand, and I apologize for the way I've acted toward you." Sunset said with the most sincerity.

Before Pen could answer another voice spoke up "Well looks like you both finally found an understanding?" a voice spoke out appearing right behind Pen.

"Huh!" the both look at who it was that spoke.

"TRIXIE!" the yelled in unison with a slight undertone on anger in there voice.

"Who did you think it was the Easter bunny?" Trixie joked.

"It was you who casted that POV spell on us huh." Pen said her eyes slightly narrowed.

"Guilty as charged but it looked like my idea worked did it not?" Trixie asks with a sly smile.

"Huh?" the both said with confusion as the tilted there heads

"My whole idea was to get you two to understand each other, so what better way than switching each other mind for the day." Trixie added

"And I'll be glad to switch you back." She added with a cheery smile

"PLEASE!" They said in unison.

Trixie recast the spell to turn the POV back to normal on both of them. "Well I must be off now Spike will be over to take your letter. Bye now." She teleported away, as they both blinked a few times.

"You know something, I think I'm starting to dislike Trixie now." Pen said bluntly

"I agree." Sunset added as they both look at each other then let out a laugh.

Later that same day Spike came over with paper and quill ready "I think were ready Spike." Pen said

"Ready." Spike said readying his quill as Pen and Sunset clear their throats ready to say what they think needs to be said.

"_Dear Princess Celestia, At time siblings can be a little bit overbearing to handle, but it is also a great responsibility to take care and teach them."_ Sunset started

"_But thinking that your sister or sibling has nothing to worry about can make things get out of hand and lead to disagreements between them."_ Pen added

"_By taking a step back and understanding what the other has been through, you can understand what is happening with the other." _Sunset continued

"_Even if the other has to live through what the other is doing. From your loyal subjects, Pendragon."_ Pen added

"_And Sunset Shimmer."_ Sunset finished. Spike sent the finished letter.

"Well Pen what to you want to do now?" Sunset asked "Well I still want to pay Trixie back for the POV spell…" Pen stated and then got an idea.

"Oh I got a killer of an idea!" Pen said and whispered it to Sunset.

"Uh Huh."

"…"

"Uh huh."

"…"

"Oh hehe, its payback time." Sunset said after Pen finished whispering her idea as they both ran off to the library.

The next morning Rainbow Dash was snoring loudly having a nice dream involving a certain group of pegasi.

"Yes I accept the title of wonderbolt…" She said lazily until her dream was interrupted by two loud and shrill screams making her jump out of her bed and hit the ceiling and landed on the floor.

"CAN'T I GET SOME SLEEP AROUND HERE ANYMORE!" she bolted up and took the earplug out of her ears and stomped on them a few times, got back in bed and went back to sleep.

What she didn't know was that one scream was of Trixie and the other a certain fashion expert. When Pen and Sunset heard this they began laughing.

* * *

><p><strong>F3: *Looking at Pinkie in a Sharpedo tank* Did you forget this is Pinkie were talking about right?<strong>

**D9: I don't care. Now I'm satisfied. Good day *exit stage right***

**F3: He's gone now Pinkie you can get out now.**

**Pinkie: *Jumps out of tank* Oh good for a moment there I thought I was going to get eaten.**

**F3: You're lucky he went easy on you this time.**

**Pinkie: That was easy? Next time: Mare AdvICE. Huh what's with the ICE cap?**

**F3: You'll find out next time. I'm Fireuser3 Blazing Out.**


	4. Mare AdvICE

**F3: Well here we are my fifth episode today.**

**Pinkie: I'm still wondering about the whole Mare AdvICE thing you know.**

**F3: Just do the disclaimer Pinkie okay before I show you the script of Cupcakes.**

**Pinkie: *talking fast* Fireuser3 doesn't own MLP, MLP belongs to Hasbro, Lauren Faust, and The Hub, he only owns the OC's Pendragon Shimmer, Emerald Jewel, and the about to be introduced Winter Blossom.**

**F3: I'm Fireuser3 and I'll see you at the end of the chapter.**

**Pinkie: Also what is Cupcakes? Is it another fanfiction?**

**F3:*Looking at Pinkie* …For whatever sanity you have left I might actually decide to **_**not**_** show you.**

**Episode 5: Mare AdvICE **

It was a quiet day for the residents of Ponyville who seemed to be going along with their everyday lives.

All except for Rarity Belle and Coco Pommel who were in the boutique as Rarity was currently teaching Coco about creating a dress "Are you sure you're up for this darling?" Rarity asked preparing a several fabric rolls.

"I'm pretty sure." She said nervously to her friend

"I've always wanted to try making my own designs and I've had plenty of inspiration." Coco finished.

"Well then let us begin with dress making 101." Rarity began.

"First off you need to picture in your mind what you want the dress to look like first." Rarity spoke as she and Coco closed their eyes to picture what their idea would look like.

"Once you got that picture in your mind then I would draw what you have thought of." Rarity continued as levitated a paper and pencil over to her and began drawing on it.

After she was done Coco did the same thing. What Coco drawn was a mare wearing a dress that covers the back hooves, flank, and tail covered; the head wore a small head piece that hooked around the ears, along with small boots on the hooves.

"Okay I think I've got it so far." Coco said as she put her writing tool down and showed it Rarity.

"Well that is some imagination now to move on to…" Before she could finish there was a knock at her door.

"Hmm? Now who could that be?" Rarity questioned. Rarity had decided to close the shop that day so she could help with Coco.

"Let's go see." Coco said with curiosity as they both walked toward the door as the pony that knocked entered hearing the sounds of bells chiming.

"Welcome to the Carousel Boutique where everything is chic as it can be. How can I be of service?" Rarity says introducing herself as she always does with each customer.

"Two hours on a train and all I get is 'How can I be of service' you haven't changed one bit Rarity." A female voice giggled.

Raritys eyes lit up immediately at that voice, she looked to see who it was.

The pony she saw in front of her was a unicorn mare with a Cyan White coat, a purple mane with a three streaks of blue going through it tied into a nice pony tail, her eyes were a dark purple color, and her cutie mark is an ice crystal snowflake with thread going threw it. A very predominate feature was the small black rimmed reading glasses on her muzzle that was secured was a piece of string in the back.

Rarity stood there with her mouth gaped open looking at her "You do know it's rude to stare at somepony do you Rares." The mare said magically closing Rarity's mouth as Coco looked to Rarity.

"Um Rarity who is this pony, do you know her?" Coco asked in curiosity.

"… Winter… Blossom." Rarity finally said after said mare took her magic hold off Rarity's muzzle.

"Who else could it be girl?" Winter said as she went over to give Rarity a hug.

"Do you know how long I was on that train or better yet how long I was at Canterlot?" She said as Rarity returned the hug.

"Still have some of the tompony in you don't you" Rarity stated with a chuckle as Coco stood there completely clueless to the situation.

"Um is this a friend of yours Rarity?" Coco said with a questioning stare.

"Oh where are my manners. Winter Blossom meet Coco Pommel." She said as gestured her to come closer

"It's a pleasure." Winter says extending a hoof to shake which Coco took.

"She my assistant here at the boutique and she is quite handy with her hoofs and she learning how to be a good seamstress like me." Rarity explained with a bit of pride

"A friend of Raritys is a friend of mine." Coco smiled.

"Well that's good to hear coming from the Element of Generosity." Winter said.

Coco was surprised at this "How did you know that?" she asked as Winter rolls her eyes but smiling.

"You and the other element bearers were the talk of Canterlot for a while now, plus I wanted to visit Rarity since I haven't seen her since she moved here to Ponyville." Winter explained

"And I'm quite the seamstress myself you know." She then adds.

"Coco how about you show her that picture that you've just drew?" Rarity suggested but Coco took a step back a minute

"Um… I don't know if I should." Coco said nervously

"I don't mind really I'm good at giving suggestions if need be." Winter said.

"Well if you would have a look at it." Coco said as she fetched her picture. She returned with her drawing in mouth and placed it on the table for her to look at. Winter approached it and levitated the drawing to her eye view. She began looking at it with strange looks.

She put it down before she spoke "Do you want my honest opinion about it?" She asked and Coco nodded.

"To be blunt, some of it could use some adjustments. The length is fine, the boots could change, and the head piece needs to go, along with the style of fabric you're going to use." She stated

"Now see here Winter Blossom, Coco is only starting out and I thought her piece was very riveting for her first time." Rarity commented.

"We can talk about it a little more…after say a small tour?" Winter says to Rarity who nods and runs off to grab her saddlebags.

Winter then looks to Coco "There is going to be a small Fashion Show that will be held in a few days. You are welcome to come, but you must really work on your design if you wish to enter it." She says in a calm tone and then Rarity came back in with her saddlebag on.

"Well I must be off Coco I know I promised to help you today." Rarity says with a bit of guilt as she glances to her friend.

"Don't worry about, you show Winter Blossom around town and I'll look after the boutique till you get back." Coco said with a genuine smile.

This caused Rarity's smile to return "Well if that's what you really want." She said as her and Winter left leaving Coco alone.

Only then Coco smile went away and turned into a frustrating look "Ugh! Some adjustments 'The boots could change, and the head piece could go' she says and there's nothing wrong with the fabric I'm going to be using! It's like to her the whole style needs a change!" She pouted.

"Well I'll show her a thing or two." She said as she went back to Rarity's inspiration room.

She entered Raritys inspiration room and began to think about her next idea for a dress to impress Rarity's friend. She went through the steps Rarity gave her this morning. First she thought of the dress she wanted to make then went ahead and draw it out on a piece of paper.

The drawing was a dress that rides a little high on the flank but enough so that the pony wearing it doesn't look like a tank along with a small choker that went around the upper neck. Also on the dress it had diamonds on the left and right side of the dress.

Instead of boots like the last one she drew on slippers. She also manage to fit in a small saddle on the back to give it a more rustic charm.

After she drew the dress that she thought up it was time to begin seeing which colors would fit the dress. She went and began to color with yellow, pale green and pale blue for the dress and brown for the saddle.

"Okay now just a little touch up here and…done." Coco said with a great smile.

"Now for the fabric." She said walking over to a cabinet which was all disorganized with all the fabric going all over the shelves. She looked at the mess.

"How does Rarity ever find things in here?" She says questioning Rarity's organization system. She grabbed the green and yellow fabric from below and as soon she did the whole fabric rack came falling on top of her.

After grabbing them she proceeds to cut what she needed out of each fabric like the fabric diamonds and the collar from the yellow one. Though this took awhile because she couldn't use magic like Rarity; so she had to do things the old fashion way with scissors with the handle able to fit the size of her hoofs.

After a long ten minutes she was able to cut all three diamonds and the collar she was going to use for it. As for the pale green she made a small fitting strap so the pony could fit it around its waist and she made sure that it was adjustable like a belt and made a belt loop just in case for any extra left over.

As for the saddle she cut out she took the pale green and made a strap to go around the pony that would wear it. Next was the dress itself she had to sow on each individual part of the diamonds on the sides of the dress.

With the sewing machine she shares with Rarity she was able to do so. All three diamonds on each side were placed carefully and next was the choker.

"Now I know Rarity keeps some gems around here somewhere." She began looking around for Raritys gem case which was obviously a small wooden treasure chest. As she opened the chest she was amazed by the amount of gems Rarity has collected. The gems ranged from simple quartz to sapphires and rubies

"Wow now I see why her cutie mark are three diamonds." She says awed as she looked through the chest to find the right gem to fit the choker.

She looked in it about a good three minutes until she finally found what she needed. An amethyst gem she held in her mouth and took it over to the hoofed made choker and tied the gem to it. Now with everything in order she place the pale green dress on a modeling pony dummy and made adjustments if needed. She also found a pair green dress slippers and placed them on the model and then the dress, the saddle, and then finally the choker.

She stepped back from what she made and was proud of it; sure it might have taken her about five hours and probably a few sore hoofs after work but it was so worth it in the end. After what happened she looked at the time

"Holly Celestia I've been work that long." She looked at the clock and it was 12:19

"Well I guess a visit to Sugarcube corner is in order." She said as she stepped out with her chin held high only to look back at her creation in awe.

Meanwhile at the same time that happening Rarity and Winter were walking down a dirt path "I'm so glad that you could come Winter." She said with a smile.

"But may I implore you why you've come here, I'm sure it's not just for friendly chit chat." She said with a questionable look causing her friend to let out a slight giggle

"Nothing escapes the 'Gossip Hound' of Ponyville." She says poking fun as Rarity's ears flatten against her head.

"You know quite well that I despised that nickname you know." Rarity whined.

"But then you must have heard that I'm going to be one of the judges in the upcoming fashion show." Winter said making Rarity gasped in surprise.

"All with a few others from Canterlot are going to be judging the show." Winter finished.

"Oh my sweet Celestia! Oh only if I was that lucky then I would be joining you but I of course have my business to attend to and plus my young sister." Rarity whined

"I know what you mean; I've got two brothers myself which one is in the guard and the other I have no idea where he is." She stated with an annoyed tone.

"Oh…My it is hard to forget those two. Always causing mischief no matter where they went to." Rarity says with a giggle as Winter groans.

As they moved on they were going they were slowly approaching a wide open orchard filled with apple trees. Winter adjusted her glasses to get a better look.

"Wow." She looked around and saw nothing but how wide the orchard of apple trees was.

"Who owns all this land?" She questioned but at the same time she was in awe of the sight.

"That would be the apple family that lives here." She pointed her hoof down toward the path.

"Down this way you'll find a large red barn along with a rather kept up house and you'll find a mare named Applejack Apple." Rarity stated which made Winter Blossom jump with glee.

"Oh I know about the apple family they are rather famous for their cider. Do you think they might let me try some?" Winter jumped with glee.

"I believe so if you only ask." Rarity said as they approached the home. As Rarity knocked on the door; at first nopony answered then she knocked again and this time a small yellow filly with a pink bow and red mane opened the door.

"Howdy Miss Rarity what yah doin out this way?" Applebloom questioned

"An' who is this pony?" She pointed to the pony next to her.

"This is an old friend of mine Winter Blossom and I'm showing her around." She introduced Winter to the little filly.

"I have a question is your sister around by chance?" Rarity asked.

"Enope. Yah just missed her; she headed toward town fer something along with another pony." She answered

"Well to you think I could have a drink of some of that apple cider your family makes." Winter said her eyes beaming.

Applebloom shook her head "Sorry miss, but sis has the key tah the cellar, 'Haps another time." Applebloom said. Winter was a little disappointed but gave a sigh

"Well I guess, maybe next time I'm in town then." She said putting a smile back on her face as she turned to leave.

"C'mon Rares, it's been a few hours so how about we go check on Coco and see how she's doing." Winter said as she began to walk off only to look back at the filly

"It's been great to meet you Applebloom; I hope to meet you again." Winter said.

Applebloom waved to Winter and Rarity as they began their walk back to Ponyville. As they re-entered Ponyville they were still chatting about several things like Canterlot, the fashion show, etc.

"So Winter what to think of Ponyville? Not quite what you expected hm?" Rarity asked

"Definitely not what I thought of it first, but being here for only about five hours and this place is already starting to grow on me." Winter admitted.

"Well that what you expect from the rustic charm of this town." Rarity said with an all knowing tone but then was interrupted by what seemed like noise coming from town and ponies screaming and running in which every direction.

"What in the wide world of Equestria is happening here?" Rarity wondered as they looked onward at what was causing this uproar.

As appeared to be some kind of machines were going out of control. Some of the guards were trying to sort things out and get things back under control including two unicorn stallions. The first had a turquoisish white coat and sapphire blue mixed with cerulean blue mane and tail from what she can see and his cutie mark was a purple shield with a six pointed star imbedded in it with three other stars hanging above it.

The second one had a moderate red coat and a dark blonde with brown steaks on his mane and tail, his cutie mark was a shield lit on fire with a sword imbedded on the front.

During the uproar and panic from the citizens something that looked like a propeller was heading there way.

"DUCK!" Winter yelled as they both ducked their heads to avoid getting it chopped off.

The propeller stuck itself into the ground preventing it from going anywhere. Winter went inspect the object to see if it had an owner.

"_Why does this looks familiar somewhere?"_ she thought as she inspect it further.

The she came across a cutie mark symbol on the propeller blade with two bronze gears that were mashed together and a book on it. Her eyes immediately went wide causing her to readjust her glasses she was wearing and clean the lenses to see if she was seeing what she was seeing was correct. After doing that she looked at the initials again and it still had the same cutie mark symbol.

She giggled at her conclusion "Well that's interesting to say the least." She heard a scream coming from the crowd and came running towards them.

It was Coco her mane and tail all disoriented and her coat was all covered with dirt from falling over a few time. She stopped right in front of them as her breaths were laboring.

"Are you alright dearie?" Rarity asked worried about Coco's condition.

She spoke in a rapid rate "Sales ponies…inventions… not working… uproar." She said rapidly. The other two tried to steady her

"Whoa there girl, let's get her to the boutique so she can wash up and get her mind straight." Rarity concluded as Winter and Rarity took both sides of Coco as they walked to make sure she doesn't fall over herself.

As soon they got Coco to the boutique and freshened up and calmed down she was able to tell then what happened

"Okay now start at the beginning Coco, what happened?" Rarity questioned

"Well it started when I was heading toward Sugarcube corner to get a snack after finishing the dress I've made. Everything was fine until what seemed like two sales ponies rolled into town with some kind of machine." Coco started

"Sales ponies. Did you get a chance to look at them?" Winter asked.

"Well all I could get that they were two stallions and they were unicorns, they had red and white manes and one had a mustache on one of them. After I went in and came back out of Sugarcube Corner everypony was going berserk and were running around all over the place." Coco finished.

Winter brought her hoof to her chin to think _"Two unicorn stallions, red and white mane and one with a mustache on him and there sales ponies." _Winter thought.

Then her eyes became wide in realization and in a quick motion her eyes instantly turned into a cold angry stare.

"The Flim Flam brothers." She said in realization.

"The what and who?" Rarity and Coco asked

"Flim and Flam there con ponies wanting to con you out of every bit that you have just so they can make a profit off of what their selling." Winter stated coldly as her horn glowed and began forming small patches of ice underneath her.

"I had an experience with them two and I'm never going to forget it and let's leave it at that." She stated.

After a few minutes of silence "Oh um… Winter." Coco began shyly

"I was wondering if you could look over the new dress I've made?" Coco asked

"Oh you made something new dear what is it." Rarity said in excitement

"Well sure let's have a look shall we." Winter answered and Coco guided them to Rarity's inspiration room that they both share. When they entered the dress was revealed to them.

"Well what do you think?" She questioned

"I was thinking to go with something more of a glamorous charm while still keeping some of the rustic look and the boots did change for dress slippers instead and the belt for the dress would almost seem like it's floating on its own and some flare from the choker so I borrowed one of the gems." Coco smiled hoping to get some approval from Winter.

"Well darling it does bring out some flare of its own I might say. Even with the amethyst gem choker was a thought." Rarity commented she looked toward Winter

"What do you think of the dress?" Rarity asked as Winter went to inspect it. As she circled the dress to get a better look at it.

"Well… to start, the saddle is a good idea and so was the belt plus the fabric choice but the only thing problem I see is with the choker." She stated earning a disappointing frown from Coco.

"The gem is fine but it would have been best to use a brighter color for it so it would… oh what's the phrase I'm looking for… 'stick out more' as they say." She said which only made Coco frown deepen

"But despite that little detail, I do see potential in this, maybe not a winner but most surely a top three." Winter finished which brought a smile to Coco

"So you think it's good even if my last one didn't go so well." Coco said and Winter nodded.

"Well one thing my friend knows about dresses is that she knows where to find good potential." Rarity said causing Winter to blush a little.

"A small piece of advice though whenever I make a dress is to picture myself in what I want to wear then make that idea into a reality." She said wisely. They heard the clock strike six o'clock

"Well time flies when you're having fun I guess, and I must thank you Rarity for showing me around." Winter said.

"Aw do you have to leave now." Rarity whined.

"Unfortunately I do, even though Ponyville is a charming place with its rustic design, Canterlot is still my home and I must return to home to prepare for the fashion show in a few days, but don't think I might pay a visit when I get the chance." Winter bowed as she left, but not even a few seconds out the front door she was instantly plowed to the ground by two unicorn stallions.

The first stallion was the one that she saw helping the other one, and the second one had a steel gray coat with black mane and silver streak going down the middle with the cutie mark being two bronze gears and a book between them. "Uh what where you're going you…" Before she could finish she stared at the two stallions

"Code, Fire!" She yelled in surprise as Rarity let out a small gasp recognizing Winter's two siblings.

"Sis!" the two stallions said in unison.

That night a party was held for Code, Winter, and Fire being new to town as well as Code having stopped the rampage of the machines.

As the party was going on Coco was busy writing a letter at the suggestion of Trixie.

"_Dear Princess Celestia; at some point when you have a great idea or in my case a great dress you think you have it just the way you like it. But sometimes when somepony wants to help you, you don't know if what their saying is helpful or not. Only to realize that even someponies opinion can help improve on your past mistake. Signed; Coco Pommel."_

Coco handed the letter off to Spike and sent it how he always did.

"Come on Coco! Your missing out on all the fun!" Pinkie says appearing near her. Coco chuckles and follows the mare out.

**F3: Cliffhanger Alert. Now things are going to get quite interesting in the next episode Inventors Trick.**

**Pinkie: Oh Mare AdvICE now I see she has ice powers! Cool *bouncing up and down***

**F3: Pinkie careful where you… *Pinkie bounced on the button* bounce.**

**?: TECHNICAL NUKE INCOMING!**

**F3: Great nice job Pinkie now we're both going to be…*both looks at the countdown which was at one***

**F3&Pinkie: Oh pony… *Loud Boom***

**Pinkie: WEEE!  
>F3: FOLLOW AND REVIEW! *two stars gleam*<strong>

**IN DECODE9'S SECTOR**

**D9: *See's two blinking stars*…Something tells me that pink menace is behind that again. *Looks at self still in pony form* And why have I not turned back to normal yet?**

**Comet: Maybe it's because someone pushed that button again? Might make some sense.**

**D9: As much sense as some other things, but yeah…now what?**

**Comet: *Grins and brings out a set of DVD's* How about watching these?**

**D9: …*Looks at readers* Why do I suddenly have a bad feeling that I am about to be put in a incinerator?**


	5. Inventors Trick

**Pinkie: *Walks in all burnt with F3 right behind her* Why do I even have that button?**

**F3: *Looks at Pinkie* **_**That's**_** what I want to know, but no you had to go ahead and jump on the button sending us flying…**

**?: Ahem**

**F3&Pinkie: *Turn looking at an angry and still ponified D9***

**F3: Code? What happened to you?**

**D9: What happened to me? WHAT HAPPENED TO ME?! THE PINK MEANCE IS WHAT HAPPENED! TURN ME BACK!**

**Pinkie: *Waving hooves in front of her* Wait wait. This isn't my fault!**

**F3: Says the pony who jumped on the button**

**Pinkie: …Fireuser3 doesn't own My Little Pony Friendship is Magic. It belong to The Hub, Lauren Faust, and Hasbro. He only owns his OC's Pendragon Shimmer, Emerald Jewel, Winter Blossom, Fireseeker, and Code Breaker.**

**D9: …Code Breaker? Why does that sound like a pony based on…! *Looks at F3 horn sparking***

**F3: Uh-oh…*Runs with D9 chasing him* FIREUSER3 BLAZING OUT!**

* * *

><p><strong>Episode 6 Inventors Trick<strong>

A sunny normal morning in Ponyville was usual for the Apple family that lives there. Applejack was trotting out of the station returning from a delivery yesterday with an empty delivery cart attached to her.

"Next time ah make ah delivery tah a cold place like Trottingham tell Rares to make yah a vest." She talked to herself walking back home to Sweet Apple Acres.

But before she even got into town she heard a groan coming from the other side of the train. When the train left the station again for the passengers to get to their destination and what she saw was a pony in the dirt.

The pony in question was a steel gray coated unicorn stallion about her age with a black mane with a silver streak going through it. She could make out the stallions eyes even though they were near closed but his eyes were blue. His cutie mark was two bronze gears mashed together with a book over them. From what he looked it looked like he didn't eat for days or weeks because she could see his ribs showing from lack of food.

"Now where did yah come?" She whispered as she unhooked herself from the cart to get a better look at him as she walked over to him.

When she approached him; his eyes were now closed and his stomach grumbled, again from lack of food. He also had a saddle bag on him which was pretty old with what seemed like a screwdriver coming out of the hole it made.

AJ knew she just couldn't leave the stallion here to collect dust that wouldn't be right of her to do so, so she did the next best thing. She picked the stallion and put him on her back then proceeds to carefully place him in the cart and covered him up with the cloth she had in her saddle bag.

She also placed the stallions saddlebag in the cart with him. She hooked herself back up to the cart and quickened her pace to get home and food for the pony.

When she entered town she notice the town was busy as usual with everypony doing thier own thing but she took notice of a few ponies, like Trixie who was talking to two other ponies more like two other stallions outside the ice cream shop.

One had a sapphire blue mixed with cerulean blue mane and tail from what she can see and his cutie mark was a purple shield with a six pointed star imbedded in it with three other stars hanging above it and his coat was a turquoise white.

The second stallion had blonde with a brown mane and tail and had a shield that was on fire with a sword embedded in it for his cutie mark. He seemed not taking a slip of the smoothie he had in front more watching everyponies move and watching out for trouble. He had an orange coat.

But that didn't deterred her for a second whatever there were talking about wasn't her business and continued her route to get the stallion some care. When she walked pass the town square fountain she pumped into a pony that was heading toward the boutique.

"Whoa nelly!" AJ yelled out

"Gah!" the pony cried out. From the sounds of it the pony was a mare.

After gathering her bearings she looked at who she pumped into. The pony with a Cyan White coat, a purple mane with a three streaks of blue going through it tied into a nice pony tail, her eyes were a dark purple color, and her cutie mark is an ice crystal snowflake with thread going through it wearing a saddle was slowly picking herself up from the ground.

"Sorry 'bout that miss." AJ said offering a hoof up, but the mare didn't seem to see it.

"Oh now where did they go, note to self: consider contact lenses when you visit the eye doctor." The mare said looking around for something.

"Do yah need some help there?" AJ asked as the mare in question looked back at her

"If you could since you pumped into me." She said with a hint of annoyance then she let out a sincere sigh

"But I'm looking for my glasses it seems I've lost them during our stumble." She said as she continued to search aimlessly at the ground. AJ looked around for the missing glasses even though she was still attached to the cart.

She looked around the grass in all directions and when she couldn't find them on the ground; she looked toward the fountain.

"Did yah try the fountain?" AJ asked as she pointed in its general direction

"No." She said bluntly then trotted over to it carefully and with luck she found her missing glasses, which had a black frame around the lenses with a snapped string on the rims and was dripping wet.

"Oh shoot, well at least there not broken to say the least." She said as she took a cloth from her bag and levitated it toward the glasses lenses and wiped them clean and then placed them back on her head

"Ah much better thank you miss…um?" The mare asked looking at AJ carefully.

"Names Applejack." She said tipping her old Stetson on her head.

"Winter Blossom, it's a pleasure to meet you Miss Applejack." She said politely

"Yah can drop the misses' part and just call me Applejack or just AJ is fahn to." She said

"Where yah headed?" She questioned "I'm looking for a place called 'Carousel Boutique', you wouldn't happen to know where it is do you?" She questioned.

"Yah standing right in front of it." She pointed her hoof at it; the boutique was a two story building with a mixture of purple, white and a shade of light pink with a pair of two windows right in front of it which from Winters perspective it looked like a mansion than a boutique. Her glasses slightly shifted as her mouth was gaped open at just the sight of it.

She was silent for a few seconds then she closed her mouth and readjusted her glasses before she spoke.

"Well at least I'm not lost well thank Applejack." She said politely only to receive a confused look from AJ.

"Why are yah going in there fer anyhow?" She asks Winter as she tilted her head.

"To visit an old friend." She said bluntly

"Well I must be off then and thank you again for helping me find my glasses dear, I don't quite see well without them." She said as she proceeds toward her destination.

"No problem." She tipped her hat and quickly remembered she had a passenger in her cart and instead of trotting home she went straight into a gallop toward home.

Once she got home she detached herself from the cart again and carefully placed the stallion on her back with his saddlebag in tow below him sitting on Applejacks shoulder blades.

She entered the house in a hurry which both her brother Big Macintosh or Big Mac who was teaching her younger sister Applebloom how to play chess which was failing miserably and the apple grandmother Granny Smith sleeping in her rocking chair.

Applebloom was the first to notice her sister enter the room and quickly ran over to her.

"Welcome back sis!" She yelled happily with a big smile on her face then as quickly as her smile appeared was gone only to be replace with a look of confusion.

"An' who is that on yah back?" she questioned looking at the stallion

"No time fer that, Mac take this guy off my back an' put him on the couch there, an' wake Granny up to some food for 'em. Don't ask why but do it quick." She ordered.

"Eyup." Big Mac said as he took the stallion in question off AJ and placed him on the couch

"Applebloom go an' grab some blankets he was cold as ice when ah found him." She ordered again.

"Got it sis!" Applebloom chirped giving her a quick salute and bolted up the stairs. Applebloom apparent yelling woke up the elder pony from her nap.

"Now what in sam hay is goin' on here?" She said as she awoke and she noticed the stallion that was already on the couch.

"An' who is that?" she asks pointing her hoof at the stallion.

"No time Granny but yah think yah can make up some food up for him?" AJ said with a concerned tone in her throat. Granny got up from her rocking chair and proceed into the kitchen.

"Well if yah put that way." She said as she entered the kitchen.

Applebloom came back with a few blankets and placed on the stallion that was unconscious and snoring.

"How yah find em' sis?" AB asked as Applejack put the blankets on him.

"I was just coming back from mah delivery and found him lying there in the dirt; Ah couldn't just leave him there. Especially is his condition." AJ said hoping he would be okay.

In about five minutes he woke up only to be greeted by a few blankets over him, and that he was laying on a couch.

"What they hay?" he questioned as he looked around the room.

"More like where in the hay am I?" He questioned only to get an answer.

"You're at Sweet Apple Acres partner." Said a voice he quickly turned his head to notice an orange mare with a golden blonde mane and tail tied into a ponytail with emerald green eyes and freckles on her cheek with a cutie of three red apples and a brown worn out Stetson hat.

He also notice yellow filly with a red mane and tail with a pink bow in it with bright orange eyes with no cutie mark standing to the left of the orange mare. A red stallion bigger than him with a deeper green color and a dark orange mane and tail with a cutie mark of a green apple and wearing a yolk around his neck standing to the right.

"Yah been out for ah while there partner nearly scared my halve tah Tartarus cause of you." The orange mare responded

"But yah lucky ah found yah otherwise you'd be dead from starvation fer sure." The filly said next.

"Eyup." Was only the red stallion replied.

"So you said I'm at this Sweet Apple Acres?" The stallion in question said.

"Quite a place you have here." He complemented with a smile.

"Thank yah kindly. Names Applejack one of the proud owners of this fahn orchard." AJ introduced as she pointed to the filly.

"This here's Applebloom." She said.

"Howdy mister." Applebloom said with a smile.

"And this is Big Macintosh." AJ pointed to the stallion and he just nodded toward him.

"My name is…" Before he was able to introduce himself all four of them heard a loud bang coming from the kitchen

"Curse this lousy no good doohickey!" Was all that was heard throughout the household. Applejack, Big Mac, and AB rushed toward the kitchen to make sure their granny was okay.

When they entered all they could see was Granny Smith bucking away at the oven, well trying to buck anyway.

"Looks like the old thing finally gave out on us youngens." She said with a sadden look

"Great just something else we need replacing!" AJ shouted with anger

"An' we don't even have funds to go out an' get a new one." Applebloom adds sadly

"Enope." Was Big Macs answer.

Then the stallion that was on the couch walked in.

"Is everything okay in here?" He asked then looked at the condition the oven was in.

"Sorry about that sonny just that old Lucy here gave out." She gestured toward the oven. The stallion then walked toward it opening the oven door and peaked inside.

"Uh what are yah doing?" Granny Smith questioned.

He lifted his head out of the oven door and rubbed his chin with his hoof before he spoke.

"Did I happen to have a saddlebag on me when you found me Applejack?" he asked looking at the mare.

"Uh yeah it's by the couch. Why?" She replied with a confused look.

"Could somepony grab it for me?" He asks

"I'll get it!" Applebloom said as she zoomed off toward the living. Not a few seconds later they heard sounds of crashing and banging from the living room.

"Got it!" Applebloom let out a reassuring yell which made them let out a giggle from the little ones antics.

She came back in with saddlebag in tow on her back which proved to be quite heavy for her.

"What are yah packing in here, bricks or something?" Applebloom said slowly making her way toward him and sat the bag down.

"Thank you Applebloom." He said as he levitated out a pair of small wire cutters out of the bag which revealed that inside the bag was a waste amount of tools and some wires.

He then turned back toward the oven and placed his head inside it again.

"Now let's see what we have here?" he stated and proceed to look at various things eventually noticing the old wires.

"Ah ha here we are." He took notice as he clipped the wires and took them out.

"Here your problem the wires in here are old and failed to transfer any electrical energy to the oven." He stated as he levitated the old wires towards a trash can.

"Um transfer what tah the what now?" AB asked tilting her head in confusion.

"Basically they wore out and it won't get any heat from it." Applejack said in translation.

"Oh got it!" AB said in a cheerful tone.

"Could one of you grab a set of wires that are in the bag, I need a red and black one." He stated as Big Macintosh dug inside the saddlebag and pulled out the ones the stallion needed and gave them to him.

"Thank you." He said taking the wire from the pony and quickly replaced them, took his head out of the oven and closed the door of the oven. He wiped the sweat from his head before speaking.

"Alright let's see if that did the trick." He said has he turned the dial on the oven top. The oven burst to life when the dial was turned.

He turned the dial off and looked back at the four ponies "Well looks like your good to go." He cheered.

The four famers awestruck at what he did. Applejack was the first pony to speak up.

"That's might impressive there partner. Ah almost thought we would have tah replace it." Applejack commented

"Jus' who are yah anyway?" she adds.

"Oh right. Names Code Breaker, but my friends call me Code or CB for short. Inventor and traveler." CB introduced.

"Code Breaker eh, now where did ah hear that name 'fore?" Granny pondered her question.

"Ah think he was at Appleloosa one time when ah saw him last." Applejack answered.

"But how did yah know who tah replace what was needed?" AJ asked with a question of her own

"Well as a matter of fact this was one of my few inventions I came up with and you can tell it's one by the symbol on the dials." He said pointing toward the dial.

They all looked at one of the dials and it had two bronze gears that were mashed together and a book above them, and then looked at his cutie mark which matched.

"It a perfect match." Applebloom stated

"Eeyup." Big Mac said.

"Well ah can now make some food fer yah so you can get your strength back." Granny Smith said shooing him out of the kitchen and back into the living room. AJ and AB went to join Code in the living room while Big Mac helped Granny in the kitchen.

"But I got to say thank you for helping me out, or who knows what would have happened." Code said letting out a relieved sigh

"Well it isn't like ah was going to let yah go hungry. That just not like me tah do that." AJ said.

"How did yah end up there anyhow Mister Breaker?" Applebloom asked getting a chuckle out of the Inventor

"Well it's a long story but I was coming in this place called Fillideliphia doing one of my invention sell offs. After the selloff I left my stand for a minutes for a snack then it was gone, and luck may have it I manage to see who it was and it was none other than those two con ponies a.k.a. the Flim Flam Brothers they try to… well con you out of your bits for something that doesn't work and they make a profit out of it." Code said his mood changed to a slightly agitated one.

"They had stolen a few of my prototypes as well as one of my few working inventions." He adds a bit sad

"I've been after them for two whole weeks and what's even worse they took my food supplies too that's why I'm the condition I'm in now because I've been chasing them down. But I guess I have lost their trail and I finally collapsed from exhaustion." CB stated

"But when I do find those two, they're going to be in a world of hurt." He sternly finished.

His rant was interrupted by his stomach grumbling loudly. His cheeks blushed when he heard his stomach.

"Right after I get something to eat." His said extremely embarrassed making AJ and AB giggle.

After ten minutes Big Mac came in with a plate of two apple pies in his mouth. He placed them in front of Code for him to eat. Within five minutes he already ate both pies and now looks like he got his strength back.

He wiped off the remaining crumbs off his mouth before he spoke up.

"Man that's what I call an apple pie. Guess I know why Sweet Apple Acres is famous, but yet not many care" He said as he got up and walked over to his saddle bag.

"No need for flattery, but thank yah for the complement." Granny Smith says walking in as Code began to head for the door.

"Now hold on their partner just where in equestria do yah think yah going?" AJ said blocking his way out.

"I thank you for helping me but I've already spent most of your time, but I have to get back on the road." He said simply

"Can't let yah do that, beside I think yah hardly know this part of Equestria. Why don't yah let me show yah around town for a spell?" AJ suggested in a tone that reminded Code of his sister.

"And plus you owe me for saving yah back there at the station." AJ added.

That statement made Code consider her offer. He was never one to leave a debt…especially to a mare who had helped him.

"_Well since she put it that way." _He thought before he answered

"I guess it wouldn't hurt to check on the town for a bit." He concluded

"Well c'mon then let's get going since your new around these parts." She said then looked back toward her family which Big Mac was giving her a stern glare

"Don't yah worry none, if he tries anything I'll knock him to next Tuesday." She said with an assured smile that calmed her brother down.

As they both left Sweet Apple Acres with Code waiting outside for AJ to show up "I don't think your brother likes me that much." He said with a worried tone

"Don't yah fret none he's just somewhat protective of me and Applebloom that's all." AJ reassures and he gave a nod

"I know the feeling. If anypony messed with my siblings I would beat them flat." He stated firmly.

AJ was taken aback by this statement "I didn't know you had a sibling. From the looks of it ah thought yah were a lone wolf type of pony." AJ pointed out as Code lets out a small laugh.

"Well I have two siblings actually, a sister and a brother." They continued their walk as he explained.

"My brother is the youngest and the athletic one out of the three of us. He does have a temper on him that can probably roast a marshmallow in seconds. Yeah he can be a bit annoying and brash, but despite that he is a tough pony and is quite the listener. I guess that's why he joined Equestrian guard at Canterlot." He stated.

AJ only nodded encouraging him to continue.

"Then there's my sister. Oh my sister…" He starts giving a small laugh.

"My sister is a fashion designer and a judge for almost all of the fashion shows around Equestria, but one thing about her is her blunt to the point attitude. But she has a really caring personality and if she knows you well enough she will read you like a book, trust me." He chuckled.

"But don't make her mad otherwise you'll get a glare that will freeze you on the spot and make your very soul seem cold. To says she is capable of taking care of herself is an understatement." He adds with a slight shiver just thinking about what his sister is capable of.

He then lets out a chuckle at one certain fact "One last thing is that she wears glasses. Without them she is pretty much blind as a bat and can't do any of her work. She pretty much can't see without those things." He stated.

AJ stopped walking a second "What a minute did yah say glasses? They wouldn't happen tah be black rimmed glasses would they?" she questioned with the reoccurring memory of this morning

"Yeah. Why?" he replies a bit curious as to how she guessed this fact.

"Cuse' ah think ah saw your sister this morning." AJ answered only for CB's eyes to go wide and start sweating a bit.

"White cyan coat, with a purple mane in a ponytail, three streaks of blue, purple eyes, and with a cutie mark of a snowflake with a thread going through it?" He asked quickly.

"Eeyup." AJ answered.

This made Code's eyes go pinprick size and he really started to sweat badly as he began pacing "Oh ponyfeathers, ponyfeathers, if she finds me she'll freeze me like a statue." He panicked.

"She thinks I'm still in Canterlot with our family but if she sees me here she'll kill me." He said trying to find a place to hide and climbed into the nearest tree.

Applejack blinked and went over to the tree and looked straight up at him.

"Now hold yah horses there partner, ah saw her going into the towns boutique so ah don't think you have nothing to be scared of so how 'bout yah come out of that tree, were almost there to Ponyville." AJ said as Code came down his slight panic attack over as he took deep breaths to calm himself.

After about ten minutes of walking they've finally arrived into Ponyville the town was busy as usual nothing out of the ordinary well nothing yet anyhow.

"Now this is what I call a peaceful place to live in, you are so lucky AJ." CB commented at the sight of the town. It was a little known fact that despite living in the capital of Equestria Code was more keen to small towns.

"Well it ain't much but we ponies here call it home alright." She tipped her hat.

Before they took another step toward town something pink and fluffy came toward them

"HI THERE!" a cheerful loud voice cheered

"GAH!" CB jumped about five feet backwards landing on his back

"WHAT WAS THAT!" CB responded as he got back up to see who scared him.

When he did he could see an earth pony mare with a light pink coat, and a dark pink puffed up mane and tail with light blue eyes, and a cutie mark of three balloons, two blue and one yellow.

"Whoops sorry about that normally ponies see that coming." The pony said very fast.

"Normally?" He questioned before his began shacking under the ponies hold.

"Hi I'm Pinkie Pie, party pony extraordinaire, never seen you around here before!" she said and then gasped.

"I have to throw you a party to welcome you to Ponyville!" she said

"Whoa hold on there you don't have to throw me a party." That caused Pinkie to stop right in her tracks and brought out a list from her mane.

"You see this list; I have everypony on here including their birthdays, anniversaries coming to Ponyville, or a birthaversary and I never miss a single one of them so what do you think I'm going to miss this one!" Pinkie shouted making CB taking a step back making him change his mind

"Well I guess I could stay for the party." He concluded and Pinkies smile lit up like a light

"Great all I need is your name please." Pinkie said happily.

"It's Code Breaker." He said and Pinkie jotted down his name on the list placed back in her mane and zoomed off

"SEE YOU AT THE PARTY!" Pinkie yelled as she ran off.

"That is probably the craziest pony I've ever met." CB simply said

"Yah haven't seen the half of it there partner." AJ stated as she began giving CB the tour. There first stop was the Carousel Boutique

"This is the local boutique but ah don't prefer going in there unless yah want tah live." AJ shivered a little

"Who runs it?" he asked.

"It's actually run by two ponies here; Rarity Belle and Coco Pommel ah think it was." She said as they moved on to the destination. It took about a hour to go through all of Ponyville which they ended at Sugarcube Corner

"So tell me Code how yah like Ponyville thus far?" AJ asked.

"Well beside the weird start of it with Pinkie Pie, a very nice place like I said before. Too bad Canterlots my home." He chuckled a bit enjoying his snack, but was interrupted by what seemed like a crowd of ponies was gathering around at the town hall.

"What in the world is going on now?" He questioned.

"Yah got me, let's check it out." AJ said as both of them got out of there seat and walk to where the crowd of ponies gathered.

When they both arrived there was a medium size cart and some kind of other strange device on wheel with a lot of lights and other gadgets. Then two ponies took the stage, both ponies were unicorn stallions with pale, light grayish olive coat, moderate red with white stripes mane, both have moderate pistachio eyes. Both wearing a blue and white stripe vest with a black bow tie, but one of them with a red mustache.

The first stallion cutie mark had an apple slice while the other had a whole apple except with it sliced on one side. Code recognized them right away just by looking at them.

"There you are; now it's payback time." He whispered to himself as he paid attention to the stage

"Uh yah okay there partner." AJ said looking at him with concern

"Oh just fine." He replies slowly as if he was plotting something.

While back on the stage the stallions were beginning to start "Come one, come all! TO THE FLIM FLAM BROTHERS GADET SELL OFF!" the first one shouted

"I'm Flim and he's Flam and we are the FLIM FLAM BROTHERS!" Flim said

"THERE IS NO OTHER PLACE IN EQUESTRIA FOR YOUR CHANCE TO OBTAIN THESE MAGNIFICENT GADJETS!" Flam shouted cheerfully

"You need a flying carrier, we got!" Flam stated

"A quick apple picker and cider maker we got it!" Stated Flim as they began presenting said gadgets.

Back in the crowd with AJ and CB "What a minute the Flim Flam brother, didn't you say those are the jokers that took all your gadgets and doohickeys?" She stated and he nodded

"Oh yeah now it's payback time, for stealing my inventions that I've work so hard to make." He said but before he could do anything the gadgets that were being presented to the crowd sudden went berserk causing the crowd to break out and cause an uproar or panic in the crowd.

All the ponies were yelling and screaming as some of the gadgets were almost following them and try to almost hurt some pony.

"Hit the dirt!" AJ yelled as a propeller came zooming by them and almost slicing AJ hat into Swiss cheese. The propeller was long gone and they had to try and stop the outbreak of the machines

"We got to get up on stage and hit the master safety switch on that machine!" CB said pointing toward the big one in the back.

"Gotcha, yah take care of that, while ah get some help!" AJ shouted as she ran to find help. While Code was making his way toward the stage, he was about toward the stage until he tripped on somepony.

The pony he tripped over was an earth pony with a light amberish gray color and her mane was a combination of light grayish cyan and light opalish gray and the tip of the mane curled while her eyes are light cyan, her cutie mark was a lavender floppy hat with a scarlet feather in it.

She looked rather dirty from the ground and her mane was in all disarray as she looked up at him

"I wouldn't be lying there you need to get out of here." He said calmly as he helped the mare up

"Um… right." Was all she said as she zoomed off. Now back to the task at hoof he managed to get to the front of the stage found the button and deactivated all the machines that were running amuck.

Then he turned to face the Flim Flam brother who were in shock by this development and he was staring at them that would kill them with his horn glowing and sparking at them twisting any metal that was in his area

"Remember me boys." He said with a stern death glare at them which gave them an indication to run as fast as they could

"GET BACK HERE YOU NO GOOD CHEATING CON PONIES!" He yelled and gave chase after them.

He chased them all throughout Ponyville then he heard another set of hoofs that were right next to him.

"Mind if I join the chase?" Asked the voice in a sarcastic tone; he looked next to him only to find a crimson red unicorn stallion with a blonde with brown streaks in his mane, brown eyes, and a cutie mark with a shield on fire with a sword embedded in it. He was running right next to Code and he knew who this pony was.

"FIRESEEKER! What in the hay are you doing here?!" He asked still running after the brothers

"Well if you must know I was on vacation with the captain, but it seemed to have got interrupted by this sudden outburst." Fire said in annoyance

"So who are you chasing?" Fire said. CB pointed his muzzle toward the Flim Flam brothers ahead of them

"Aren't those the…" He started.

"Uh huh." CB stated simply. Fire quickly put things together, the machine outbreak, his brothers appearance, and the Flim Flam brothers.

"Let's get them. The sale of certain machines without a permit is considered illegal." Fire stated firmly as they both quickened there pace.

Unfortunately they ran into somepony in front of the boutique and they were sent tumbling to the ground. "Why don't you watch where your…" the pony started as the other two were getting up from there tumble.

Only to look upon the gaze of a unicorn mare with a white cyan coat, a purple mane and tail with three streaks of blue it in wrapped into a ponytail, purple eyes with black rimmed glasses, and a cutie mark of a snowflake with a thread through it.

"Fire! Code!" the mare yelled

"Sis!" they both said in unison. The mare turned her head toward Code with a cold stare at him

"Um… I can explain." Code said sheepishly knowing all too well what going to come next.

AJ came back with Dash and saw Code with Rarity, Coco, and two others in front of the boutique. From the look of his sweating the mare could only have been his sister he had been talking about earlier.

And it was then and there that they saw Winter's horn shine, and seconds later Code was encased in a block of ice.

"When he said his sis had a glare that freeze yah…ah didn't think he meant literally" AJ whispers as Fire sighs his own horn shines and begins melting the ice with a burning flame.

* * *

><p><strong>Pinkie: *Looking at a grinning D9* So…where is Fireuser3?<strong>

**D9: *Glances at Pinkie* Oh…I decided to have a 'friend' handle him. Don't worry. I told him to go easy.**

**Pinkie: If you say so.**

* * *

><p><strong>IN D9'S VOID SECTOR<strong>

**F3: *Is floating about the anti-gravity area* Great…I wonder how I'm going to get out of here. It's not like things could get any worse.**

***One-Winged Angel starts playing in the background***

**F3: *Gulps and looks up seeing a certain character* Oh boy…This is seriously not funny D! *Mysterious character starts making strange motions. Oh F*****

* * *

><p><strong>IN F3'S SECTOR<strong>

***There is a large quake and D9 Facepalms***

**D9: I told him not to use Super Nova.**

**Pinkie: So next up is…*Looks at F3's script* Shining Meeting. **

**D9: Fireuser3 will see you all next time…if he's alive.**


	6. Shining Meeting

**IN AKRISAKARA'S SECTOR**

**AS: *Typing on a computer* Now hair has to be shorter, and the other's hair needs to be more pineapple like *Hears two dogs bark* And give those dogs flea baths.**

***A quake hits shaking her sector***

**AS: That felt a lot like…nah he wouldn't.**

***Another quake shakes the area***

**AS: …On the other hand he might have gone overboard…**

***Listens as a third quake occurs***

**AS: Wait…That was Super Nova. *Facepalms* He did…and back to what I was doing.**

* * *

><p><strong>F3: *Appears out of thin air with several cuts, burns, and various other injuries* Ughh…This is exactly why I hate that long blade wielding silver haired freak.<strong>

**Pinkie: Oh. Glad your back Fire! *Bounces around him***

**F3: NOT NOW PINKIE!**

**Pinkie: *Stops bouncing and sits. Tears start to form in her eyes***

**F3: *Eyes widen and waves hands in front of him* No. NO! Please don't!**

**Pinkie: WAHHH!**

**F3: *Facepalm* I do not own My Little Pony Friendship Is Magic. I only own my OC's Pendragon, Emerald, Winter Blossom, Fireseeker, and Code Breaker…now excuse me. I have a pony to calm down. Fireuser3 Blazing Out.**

* * *

><p><strong>Episode 7 Shining Meeting<strong>

In Canterlot it's normally a nice day for everypony that lives in that city and is home to both the sun and moon princesses who live inside the castle walls were of course the equestrian guard who protect and serve the princesses.

Two member of the guard happen to be walking out of the castle and both unicorn stallions; the first one was had a moderate sapphire blue with cerulean and dark blue streak mane, turquoisish coat, with cerulean eyes, his cutie mark had a three point shield with a six pointed star and three five pointed stars above it wearing a look of relation. His name is Shining Armor.

The other stallion had a red crimson coat, with blonde mix with brown streak mane, brown eyes, and a cutie mark of a flaming shield with a sword embedded in it. He looked concerned about something and this stallions name is Fire Seeker.

"Are you sure it's alright to take a vacation, I mean we could be attacked at any given time and the guard won't have our magic to back them up?" Seeker asked looking concerned.

"I know what you mean, but I've been meaning to take a leave of absence for a long time and plus to go visit an old friend of mine." Shining countered

"And plus we haven't had any real trouble ever since the Nightmare Moon incident. So I think were okay." Shining reassured with a smile.

"If you say so." Seeker said with a worry sigh before speaking again

"So where did you say we're going again?" he asked

"Ponyville, it's a quiet little town not like Canterlot but I'm sure you'll love it." Shining answered

"Ponyville huh… never heard of it but I'm willing to give it a shot." Seeker says with a small smirk.

"Well we better get going we don't want to miss the train." Shining said as they both made haste for the Canterlot station.

They both manage to get on the train before it left. Shining wiping an imaginary sweat from his head as they arrived

"Talk about close." Shining said

"So how long will it take for us to get to this Ponyville?" Seeker questioned

"About three hours at best." Shining answered as Seeker gave a loud yawn

"Good wake me we get there okay." Seeker replies taking a seat to lay down and doze off to sleep. Shining felt a sweat drop came down his cheek, but he just shook his head and took a seat across from Seeker.

Three hours came and went like an arrow and shortly after they've arrived in Ponyville. When they've exited the station and they could Ponyville in all its glory. From Fire Seekers prospective, the town itself was enough to impress him, from looking a sugary coated building that you could almost eat, two large buildings that seem to be the biggest part of the town. What also surprised him was that what stood out from the buildings was a large tree in between the two.

"Sweet Celetia you weren't kidding about this place." Seeker said looked around at the scene

"This place is amazing, who would have thought such a little town is in few point from Canterlot." He said looking in awe

"C'mon I think I know where we can meet my old friend if I'm right where she is." Shining said.

Seeker looked at him with a surprised look

"She?!" He shouted as they proceed further into town.

Meanwhile at the Golden Oak library Trixie and Spike were cleaning up the library after a spell went a little out of control

"I knew that spell was bad news." Spike said placing several books on the shelves.

Trixie only groaned "Well at least you didn't feel the recoiling effect of it afterwards; my horn is still aching from last night." Trixie groaned as she picked up a book with her mouth instead of her magic.

A knock broke through the library "Ugh… now who could it be at this hour?" She questioned

"Spike could please get the door?" she asked

"Got it." Spike said running towards it and opening it

"Well who is it?" She questioned placing the book on the lower shelves

"Is that anyway to greet an old friend." A male voice said.

Trixie froze instantly and took a moment to recognize the voice "That voice… is it." She said turning around to gaze her eyes on the pony at the door

"Shining Armor." She finally said

"It's been a long time huh little Trix." He said with a playful tone

"Don't call me that! It's Trixie not little Trix okay!" She yelled with a blush of embarrassment

"Hey what does that make me chop liver over here." A second voice rung out.

Shining came inside along with his companion "And who is he?" Trixie asked staring at the other stallion

"Oh right this is my lieutenant, Fire Seeker." He introduced

"Seeker this is Trixie my old friend that I used to play with when she a little filly in Canterlot." He chuckled

"Oh the memories of those days." Shining said with a hint of nostalgia.

"Okay Shining just what's going on here and more importantly why are you here?" She asked looking at him with a glare

"I'm actually on vacation and I thought Ponyville was the best place to relax." He said.

"I just tagged along wanting to get this place out and plus incase somepony tried to assassinate him I'll roast them." Seeker stated to emphasize his point by lighting his horn as it sparked some fire but was quickly put out when Shining stared at him

"With us being in the royal guard you never know where you'll find enemies." He finished.

"Sorry he can be a little protective of others and take thing a little too seriously." Shining apologized

"Well it helps when you have two other siblings that are at home." Seeker said proudly

"Says the youngest of them." Shining pointed out.

Trixie just stared at the two before interrupting them "Well it's glad for you to come but you came at a bad time, right now I'm cleaning the library at the moment after a late night lesion and it didn't quite go as planned." Trixie said as she pointed out toward the mess in the library.

"Well if it'll help, we can help you clean that way we can talk afterwards." Shining offered

"That I would appreciate." Trixie and turned to Spike

"Spike were going to have help show them where everything goes." Trixie happily asked as Spike salutes from the ladder he is on.

"Sure thing." Spike said hoping down from a ladder he was on

"Right this way you two." Spike said gesturing them to move. Seeker looked at the dragon with a puzzled look.

"You keep a baby dragon here?" he said looking at Trixie

"Well he's my assistant since I hatched him a few years back." Trixie stated. Seeker was taken aback at what she said

"You hatched him?" Seeker said again with a puzzled look

"Well hatching a dragon egg was part of my entry exam when I was a little filly." Trixie stated as they began cleaning up the library.

It took about a half an hour to get the place all cleaned up and another ten to make sure every book was in the right place where it belonged.

"Well since now that's all done how about we go somewhere nice and maybe reminisce for a spell." Trixie said which the others nodded. She turned to face Spike

"Spike I'm heading out for awhile; you're in charge of the library till I get back, me and Shining have a lot to talk about." Trixie ordered which he gave a pleasure salute as the trio left the library.

The three arrived at a small ice cream shop which was a good thing since it was a scorcher of a day. Trixie ordered a strawberry smoothie, Shining a vanilla with whipped cream smoothie and Fire Seeker a chocolate coco smoothie.

"So how's Canterlot treating you?" Trixie asked wanting to get information for him taking a sip of her smoothie.

He gave a slight sigh before answering "Well it has been tough I'll tell that much ever since Princess Cadence went missing." He said. Trixie almost choked on her own smoothie at what he said; her eyes immediately went wide eyed as she recovered her composure

"What do mean Cadence is missing!?" She shouted

"Trixie please calm down, we don't know what exactly happened and we're still trying our best to find her." Fire said.

A few moments of silence came across the trio until Trixie broke the silence

"Besides Cadence…any luck finding… your sister?" She asked nervously and probably knowing the answer to what he going to say. Shining shook his head

"No, we searched everywhere and to no avail we couldn't find Twily." Shining answered as he looked down in sadness.

Seeker looked a little confused at what his captain said "Okay this must have been way before I joined the guard, you mind catching me up to speed about this 'Twily'?" Seeker asked

"Her actual name is Twilight Sparkle and she is my sister. She was the personal student of Celestia before Trixie." Shining answered.

"She was also a good friend of mine when I was still a filly, and she was my first true friend before the ones I made here." Trixie said remembering as memories started flooding back to her.

* * *

><p><em>Canterlot eight years ago, Princess Celestia just raised the sun over Equestria to declare it was morning. A small unicorn filly with an azure coat and a pale blue with pale blue stripes with dark grayish violet eyes her horn isn't as big as a full grown pony and had yet obtain a cutie mark stirred and finally woke up from the sunshine that pierced through her eyelids. She jumped out of bed and fixed her mane. <em>

_This small filly was Trixie Lulamoon eight years ago and at age four. _

"_Trixie are you up dear?" a voice called from downstairs which sounded like a mares voice._

"_Yes momma!" Trixie cried back as she quickly galloped down stairs before she tripped on the bottom step. Along the wall of the stairs were assortments of pictures of Trixie and ancient stuff that was on the wall. _

"_Are you alright dear?" The mare said again but in worry._

"_I'm okay momma." She said as she entered the kitchen. The mare that called to her was in there; she was a unicorn mare with a bright azure coat, and her mane was a slight dark grey that curled at the end of her tail; her eyes were a deep red and her cutie mark resemble that of an ancient staff with an eye above it. _

_This mare name was Vedis Moon and mother to Trixie Lulamoon. She was busy making breakfast for them._

"_So you ready for school little Trixie." She said turning toward her daughter only to receive a pout from her _

"_Do I have to momma, I'll just get picked on like the last time." The little filly complained _

"_Is it because you can't use magic yet dear?" The mother question and Trixie nodded in response._

"_I know you really want to learn but your horn needs time to grow and so do you my dear, I promise in time your magic will come to you." She said only for Trixie put her head on the table _

"_But I wish it would happen now." She muttered but still able to be heard. The mother didn't take it to mind and slid her daughter a bowl of oat cereal _

"_Eat up now you can't learn anything on an empty stomach." She said with a playful smile._

_Trixie lifted her head and smiled back and began to eat her oat cereal. After that she backed up her saddle bag and headed out the door toward a large school for fillies and colts. _

_She entered the classroom and found her seat which was in the second row out of nine rows in total which there was five seats in each row. As all the fillies and colts took their seats as the bell rang. The teacher came in afterwards._

_The teacher was an earth pony stallion had a dark tan coat and a silver puffed up mane; his eyes were dark brown with glasses and a cutie mark that was a mathematical problem _

"_Good morning every pony." He said _

"_Good morning Mr. Neigh." Everypony said._

_He cleared his throat be speaking _

"_I'm happy to report that we have a new student that is joining our class." He announced as he went back to the door while other ponies were muttering over at who was the new pony was._

_Their answers were quickly answered when the teacher came back in with the new student in tow. The pony in question is an unicorn filly, she had a sapphire blue with moderate violet and brilliant rose streak mane and a lavender coat; with violet eyes, and too top it off, her cutie mark was a pink six pointed star surrounded by four smaller stars carrying a small saddlebag with a book on each side of her._

_She was staring at the class with wonder before she introduced herself _

"_Hello, I'm Twilight Sparkle, or just Twilight would be fine too." Twilight introduced and found a seat in front of the class to face the good teacher._

_As class continued Trixie pondered about this new student and maybe she could make friends with her and noticed how smart this new student was when she answered about half the questions from the teacher._

_Hours went on and the teacher just let the students out for recess period. Trixie was playing by the titter totter with all the other fillies and colts. She was having a blast playing with them, but her fun shortly ended when a hoof was placed on it causing her to tumble backwards and land on her back._

"_Well, well. Having fun are we?" A small voice said. Trixie froze instantly when she heard the voice. She immediately got up and looked at the pony that did it. _

_The pony was a unicorn filly who about two years older than her with a musty emerald coat and a teal blue mane with a bright yellow through it; the filly had bright cyan eyes and her cutie mark was that of a pair of crossed magician wands._

"_Um… hey Mage Sparks… how you doing?" Trixie asked nervously _

"_Oh just wondering what a filly like yourself with no magic is doing today?" She said sarcastically to Trixie._

"_Just watch, someday my magic will come to me and then we'll see who gets the laughs." Trixie proclaim but continued _

"_And someday I'll even get my cutie mark to, so look out!" Trixie shouted._

_Mage only laugh evilly "You get your cutie mark? Now that will be the day; I wonder what it'll be maybe a pot with a crack in it or maybe a big red L for loser." She continued to laugh _

"_Face it Trixie you'll be a blank flank till the end of time and it won't surprise me one bit." Mage laughed as Trixie began to tear up as Mage continued to laugh at her._

_Her laughing was stopped suddenly by a purple aura around the fillies' mouth and Trixie could see that it was closed shut "Do you mind, I'm trying to read here thank you?" Twilight said as she approached the two fillies' with an open book she was levitating. She finally released the spell that was hold Mages mouth shut. _

"_This doesn't concern you newbie so do me a favor and scram." Mage said staring at Twilight trying to look intimidating to her._

_But Twilight wasn't fazed by her at the slightest "So you think because you have a cutie mark and others don't means you can go and bully them." She shook her head _

"_You should be ashamed of yourself." Twilight concluded only to make Mage retort _

"_So what who's going to stop me you bookworm?" She looked at Twilight. _

_Others began to gather around them as if they were going to fight. Twilight stared at the filly with an emotionless glare and closed the book and place back in her saddle_

"_How about this, since you love to pick on the weak, and you're a unicorn with magic and cocky; how about a magic match, you and me. If I win you leave that filly and every other filly and colt without cutie mark alone." She pointed toward Trixie._

"_But if you win I won't bother you anymore and you can continue what you're doing and I'll forget the whole thing." Twilight declared both holding her hoof out towards the filly _

"_Deal?" She said with that emotionless stare as the other mare hoof pumped Twilight _

"_Deal." She said with a smirk on her face _

"_What are the rules?" she asked still keeping that same smirk _

"_The first one to get hit by anything involving make loses. We'll face opposite ends of each other and then we can begin." Twilight said as they both began to walk to their positions._

_Once there Mage was ready to zap Twilight where she belongs and readied in a striking position. Twilight got to her position and sat on her haunches staring at Mage. A pony signaled for them to begin and Mage didn't waste any time but fired a small blast not as effective as a full grown unicorns but still it worked. The blast sped toward Twilight and was about five feet away until her horn glowed just a brief moment but nothing happened at first._

_The blast hit but not Twilight a barrier she used to block the attack. The barrier faded but Twilights horn was still glowing, she yawned at Mage's display of magic _

"_Is that all you got?" Twilight said bluntly _

"_Tell me that's not all you got." She said with a playful smirk._

_That only enraged Mage more to fire a few more small magic blasts. The barrier reappeared to defend its master from the blasts and quickly faded away until it would be called again _

"_Why don't you attack me or are you scared of me?" Mage taunted as she continued her tiny onslaught on Twilight _

"_There's more than one way to defeat you opponent instead of using blunt force attacks." Twilight stated._

_The fight went on for another five minutes and Mage was getting tired unable to fire another magic blast. As for Twilight she hardly moved and she seemed like she was still ready to go. Twilight didn't even look she was showing any fatigue. Her horn glowed again and created a tiny ball of magic over Mage and dropped it on her head dispersing into many sparkling lights._

"_I win." Twilight said simply and all the fillies and colts cheered for her victory over the bully. The bully was shocked and dumbfounded at what just happened, she was beaten and she knew it. Twilight walked up to the filly _

"_Lesson 1: Never underestimate you opponent and lesson 2: Brute force never gets the job done." Twilight stated and walked away from the filly who just ran off._

_Twilight went back to her usual spot which was under a shaded tree in the playground and continued reading her book. Trixie nervously walked up to her not wanting to disturb her reading _

"_Um… thank you." Trixie said hesitantly. Twilight looked up at the filly that had a wide smile on her face._

"_Could you stop that, you smiles freaking me out?" Twilight asked slightly unnerved by Trixie's smile._

"_Oh sorry I was just so glad that you stuck up for me back there." Trixie said _

"_That was great the way you handled that bully without actually hurting her, how'd you do that?" Trixie said all giddy with her hoofs to her cheeks. _

"_That was nothing just simple magic that I've learned." Twilight said focusing back on her book._

_A few minutes of silence past between the two until Trixie spoke up again. She took a breath for speaking _

"_Wouldyoupleasebemyfriend?" She said rather quickly which caught the book reader off guard as she looked back up at the filly _

"_What did you just say?" Twilight questioned with a wondering look. Trixie took a breathed in and she let it out slowly _

"_Would you please be my friend?" Trixie repeated but much more clearer._

"_You want to become friends with me?" Twilight said with a confused look _

"_Why?" She said simply _

"_Well you seem nice, plus the way you stood up to that bully back there was really cool and they way you used your magic, what kind of spell was that? I've never seen it before." She said bouncing up and down going around the filly _

"_It was a barrier spell that I used and it's a medium level magic that I've learned back at… WOULD YOU STOP JUMPING AROUND!" she yelled and Trixie stopped right in front of her._

"_So you want to be friends with me because…" She started _

"_Well it seemed like you never had a friend before and you look rather lonely over here all on your own." Trixie finished. They stared at each other for a few seconds before Twilight spoke again _

"_I guess… I could give this… friend thing a shot." She said slowly and all Trixie could do is jump up and cheer and bounce around Twilight making a new friend._

_Two years came and went by since that day. Trixie and Twilights bond was strong and they both knew it. But as days went by there bond was slowly but surely diminishing one day at a time. Trixie tried to go over to visit Twilight every day but every time she went over Twilights parents always say that she was busy studying. But one day changed everything for Trixie, when she went over to see if Twilight could play; it was Twilight that answered the door._

"_Hey Twi I was hoping we could play at the park today and have some fun." She smiled carrying her saddle bag full of toys and stuff. Then that's when Twilight told her _

"_Look Trixie you're a really nice filly and all but I got my studies to do so I don't have time to play with you so you'll have to find somepony else to play with." Twilight stated sternly _

"_But aren't we friends Twi, and I thought you loved playing games like how we always do." Trixie said._

"_Friends? Games? Is that all you care about Trixie and you can quit using that stupid nickname or can you call me be my full name and not Twi." She said making Trixie back up a bit _

"_But I-I thought…" She stuttered _

"_We were friends. HA! I only became your friend because I felt sorry for you because you looked so pathetic back there, I should have let that bully do worse to you but no I had to step in and defend you, and now just because of that were friends. I never wanted to be friends with you in the first place!" She shouted._

_At what Twilight said made Trixies insides hurt and she was on the verge of tearing up "Y-you don't mean t-that?" Trixie stuttered _

"_Well I do and from here forward considered our friendship…" She began to shut the door on her _

"_Terminated." She finished and shut the door in front of Trixie. With what happened next well Trixie ran back home tears running down her face, went up the stairs and cried._

* * *

><p>The trio stayed silence for a while until Seeker broke it "Well… your sister was not the friendly type was she." He stated and received a hoof to the back of the head from Shining<p>

"Ow! Okay I get the picture, touchy subject." He said rubbing the back of his head.

"Well Twily wasn't always great with friends since she mostly stayed to herself most of the time." Shining replied. Trixie gave a sigh

"After that it hit me hard at what she said just because she took pity on me. Then when I heard she went missing I thought she was really gone, and well that's when me and you met Shining because we both shared something in common; that we were worried about Twilight and that gave you incentive to join the guard to find your sister." Trixie stated. Then she realized something for a minute.

Then she looked toward Fire Seeker "Wait if you said you lived in Canterlot, then you should have been at the school I went to? How come I didn't see you there in the first place?" Trixie questioned. Fire only chuckled

"Well there's a very good reason for that, if that's okay with the captain if I show why?" He said looking toward Shining.

"I guess it couldn't hurt to show her." Shining with a nod and Fire proceed to make his horn glow. Then in a few seconds his horn burst into flames. Trixie jumped back a little from the display.

"Whoa, what the hay?" Trixie said looking at his horn with was still on fire

"Well its a little talent I have." He explained as he distinguished the flames

"I can manipulate fire at will using it for all sorts of things like a literal fireball, or a fire shield if I can." He explained

"But I'm not the only one, my older sister can control ice with her magic and my older brother can twist metal with his too." He continued.

"So that the reason why I wasn't at your school Trixie because I was being taught how to control my fire magic, and the same can be said for my sister too. My brother always did though have the most control over his so he ended up in a normal school." He said rubbing his hoof on the back of his neck with a smile on his face.

Trixie still looked at him "Wow controlling an actual physical element and being in the guard no doubt." Trixie said looking amazed by his magic. There meeting was interrupted by a loud banging sound coming from the center of town

"Now what in Celestia was that about." Shining said as they saw ponies panicking all over town. Seeker spotted a pony in the mist of the chaos a unicorn stallion.

The stallion had a steel gray coat with a black mane with silver streak running through it; with blue eyes and a cutie mark with bronze gears mashed together and a book on top of them. Apparently the stallion was chasing something or somepony for that matter and was very angry for that fact with his horn blasting at whatever he was chasing.

He recognized that stallion from anywhere.

"No way, that couldn't be, could it." Seeker said and took off running toward the pony. He ran past the chaos of ponies and joined the pony that was running.

"Mind if I join the chase?" He asked sarcastically at the pony which he recognized as Code Breaker AKA his big brother.

"FIRE SEEKER! What the hay are you doing here?" Code asked looking at him

"Well I was on vacation, but it seemed to got interrupted by this sudden outburst." Fire said in annoyance.

He looked toward what he was chasing which were two unicorn stallions with pale, light grayish olive coat, moderate red with white stripes mane, both have moderate pistachio eyes. Both wearing a blue and white stripe vest with a black bow tie, but one of them with a red mustache. He instantly knew who they were but the infamous Flim Flam Brothers.

"Aren't those…" Fire began.

"Uh huh." He nodded his head.

He but things together and then refocused on the targets ahead

"Let's get them. A sale of certain machines without a permit is considered illegal." Fire quickened his pace after them. They were about to catch them when they ran into a pony that got in the way.

"Why don't you watch where you're…" The pony suddenly stopped and looked at both Fire and Code.

The pony was a unicorn mare, with a cyan white coat, a purple mane with three streaks of blue through it all wrapped into a ponytail, purple eyes with black rimmed glasses and a cutie mark of a snowflake with a thread running through it.

And what's worse she knew the both of them "Fire! Code!" The mare yelled.

"Sis!" Fire and Code said in unison and then the mare look toward Code who looked nervous for some reason.

"Um… I can explain." He said nervously.

The mare horn lit up for a second and turned Code into a frozen ice cube. By the time she was finished Shining Armor and Trixie found Fire Seeker that was defrosting Code at the time. Shining looked at the ice and then to the mare that caused it. Which her horn had ice particles coming from it.

He face hoofed at who that pony was "Oh no… Winter Blossom." Shining said as the pony known as Winter Blossom looked toward him with a cold glare

"Oh… hello Shining Armor." She said coldly as looked at her next target.

Hours later at a party thrown by Pinkie because she never seen Coder Breaker, but now she had more incentive to throw the party because of Fire Seeker, and Winter Blossom. Of course every pony was there.

Code, Fire, and Winter were talking with Shining Armor and Trixie along with several others that the three siblings had met that day.

"So you're a friend of the captain. Well who would have thought of that?" Winter said.

"This is some party, but I wish we could stay we'll be leaving for Canterlot in a few minutes so we better not miss it." Code said

"Even though I've never gave those two a full of my magic." Code adds muttering under his breath.

"Well it's been a pleasure to meet you Trixie but I'm afraid she's right we have to return to Canterlot with me and Shining in the guard." Fire said

"And me preparing for the fashion show coming up as well as keeping my arts store afloat." Winter continued

"And my workshop is there to, but I got to say Pinkie Pies party cannon is a great device, but needs a little work." Code concluded.

'_Though I could possibly close up shop there and set up a new workshop here.'_ Code thinks having actually taken a shine to the small town.

"Well it was great having all of you in Ponyville and don't be strangers okay, come back anytime." Trixie said with a smile.

"Oh don't worry I still owe AJ for helping back there." Code said as he and the other three followed. The party began to wind down until only Trixie and Spike were left. Trixie decided to call it a night, she slipped into her bed and stared at a picture of herself and Twilight when they were still fillies and with a happy smile on both their faces.

"_Twilight where could you have gone?"_ She thought then drifted off to sleep worrying about what would happen next.

* * *

><p><strong>F3: Finally… she's calmed down.<strong>

**Pinkie: *Licking on a lollipop* Yummy. Tastes so good.**

**F3: *Facepalms* The things I **_**do**_** to keep that pony from crying.**

**Pinkie: For that here you go a gift from me to you. *Hands F3 a candle***

**F3: Well… thanks I guess. Well next episode is… *Sees Pinkie taking cover behind sofa* Boast Busters. Why do you look like your trying to hide?**

**Pinkie: Oh trust me you'll see *looks at a watch* in about five seconds.**

**F3: Huh. Hey there's a sticker covering some writing *Removes sticker to reveal TNT* Ohhh…*Loud explosion* LOOKS LIKE I'M BLASTING OFF AGAIN! *Star twinkles in the sky***

* * *

><p><strong>IN DECODE9'S SECTOR<strong>

**D9: *Sees the twinkling star and sighs* Either Team Rocket has secretly taken up residence in my brothers sector…or he was sent flying by that pink menace again.**

**Comet: *Looks up from reading a script of this chapter* I think it's the second. So looks like your brother is doing a lot of foreshadowing huh?**

**D9: Whatever he has up his sleeve everyone will have to wait and see.**

**?: *Knock at the door* Special delivery.**

**D9: I got it. *Grabs package and ? leaves. A scream is then heard from D9 as a script is thrown inside***

**Comet: Why would he scream…*Sees the script entitled CUPCAKES* Oh…That's why. *Starts screaming before attempting to Shadow Ball the script to little burnt pieces of paper.***


	7. Boast Busters

**F3: *Walks in* Why do I get the feeling that me blasting off is going to be a common thing with me?**

**Pinkie: Well it's not like it's going to happen all the time. *Smiling widely***

**F3: I can only hope.**

**Pinkie: Fireuser3 doesn't own MLP FIM; it belongs to Hasbro, Lauren Faust, and the Hub. He only owns the OC characters (Look back at last episode of the list of OC.)**

**F3: I apologize in advance for adding in the genderbent version of the character that is about to appear. I'm Fireuser3…**

**Pinkie: And I'm Pinkie Pie**

**F3&Pinkie: Blazing Out.**

* * *

><p><strong>Episode 8 Boast Busters.<strong>

One week after the visit from Shining Armor everything was back to how it was in Ponyville. A friendly afternoon Trixie was practicing some spells that she needed to freshen up on.

"Okay Spike here goes." Trixie said as she prepared her next spell. Spike stood in his place waiting patiently at what Trixie was doing. Trixies horn began to emit it's aura as Trixie closed her eyes to concentrate on her spell.

The aura then emitted around Spikes claws and teeth and they began to grow in length about two inches of their regular size. Spike was shocked/impressed by the sudden change.

"Wow Trix that like over twenty spells you've mastered." Spike said looking at his new claws and feeling his new fangs

"And a good one I may add." Spike said with a small bit of pride.

It made Trixie blush a little moving her front left hoof and crossing it with right hoof

"Well despite how good it looks this only a brush up and they've got to go." Her horn flashed again reversing the spell.

"Wait!" Spike protested but it was too late as she had reversed it and he now sighs in disappointment.

Trixie giggled at the dragon "Hey even without those your still the same Spike to me." She said with an assuring smile. She looked at the clock and that it was going on eleven thirty

"Say how about a snack, my treat." Trixie stated making Spike perk up.

"Sugarcube Corner." Spike suggested.

"Just what I was thinking of." Trixie smiled as they both left the library toward Sugarcube Corner. Once they've arrived Pinkie was working the register and handling the cooking.

"Hey Pinkie." Trixie says to the pink mare with a wave

"Where's Mr. and Mrs. Cake?" Trixie questioned as she looked about for the owners.

"Oh they had to make a quick delivery out of town so they left me in charge for the day! Isn't that great!" Pinkie said giddily as images of Sugarcube Corner on fire came to the minds of the azure mare and dragon.

"So what can I get you both?" Pinkie said.

"Well if you have a sapphire gem cupcake that would be for Spike and I'll take a vanilla covered cupcake." Trixie said

"Okie Dokie Lokie." Pinkie zoomed off toward the kitchen and in about a few seconds she had them ready.

"Here yah go that'll be six bits total." Pinkie said and Trixie placed the bits to her and Pinkie put them in the register.

After getting there snacks they've found a seat next to a window and began eating there snacks. Half way through her snack Trixie began to ponder about her meeting with Shining and meeting other three siblings and just they seemed to get along with one another, even though they're unorthodox.

"_Those three remind me of… him." _ She thought. Her thoughts were cut short by Spike looking at her strangely.

"Um… Trix you feeling alright, because you look rather focused on something." Spike asked looking concerned for the mare. Trixie shook her head to get the thought out of her mind

"Yes Spike I'm okay it's just that…" She sighed before she continued

"You remember a week ago when Shining Armor and Fire Seeker came here?" She asked testing the dragon.

"Yeah, why'd you ask?" Spike said

"Well Fire Seeker had an older brother and an older sister too but didn't know that they were here in the first place." Trixie said before taking another breath

"Thing is those three remind me so much of… my brother." Trixie finally said. Spike was taken aback by this sudden statement

"You have a brother? What's he like?" Spike asked.

"To be honest I haven't seen him ever since I've become Celestia student and that's a really long time to miss somepony, but just those three siblings remind me about him. I just wonder where he could be." Trixie said as she finishes her snack.

After leaving Sugarcube Corner and heading back toward the library

"So you don't know where he is yet you remember about him." Spike said

"Well he was quite a good illusionist, but at times we fight with each other but only for silly reasons, but I've haven't seen him since the day I started staying at the castle." Trixie said.

Now there were arriving in town square where apparently a crowd has gathered "Now what's going on, I hope it's not those Flim Flam brothers again." Trixie said as they walked over to the crowd.

She spotted Applejack, Rainbow Dash, and Sunset Shimmer within the crowd at the front where Trixie stayed at the back of crowd with Spike.

A stage caravan wheeled up to the crowd and began unfolding itself into a full stage. Mist began to appear on the stage as a voice boomed out

"Come one, come all and feast your eyes. Beyond compare to fill your eyes with wonder for it is I. Presto the Great!" The voice boomed and a flash formed from the mist.

From that flash appeared a unicorn stallion that had a navy blue coat, his mane was almost similar to Trixie's except with the colors reversed. His cutie mark resembled that of a book with a full moon with six five pointed stars surrounding it, along with dark grayish violet eyes.

Trixie stood there for a moment completely frozen. Spike looked at the pony that was up on stage and beginning his performance

"Presto the Great what kind of name is that right Trixie." Spike said turning to look to Trixie, but she was no longer there.

"Uh… Trixie?" Looking around to see where she went.

Somewhere in the crowd Trixie was hunched down making herself look small. This attracted a bit of attention, but most where focused on the stallion in front of them.

"_Yes Trixie just one step at a time, don't attract any unwanted attention, you're doing great, almost there." _ Trixie thought and she would have been home free if it weren't for a certain pink pony catching her sneaking away

"Hey Trixie what you doing back there the fun is up here!" Pinkie yelled out and proceeds to drag Trixie by her tail to the front of the crowd.

"_Noooo, and I was so close!"_ She screamed internally as she was dragged to the front of the crowd next to Applejack, Rainbow Dash, and Sunset.

"Glad for you to join us Trixie." Sunset said as they still watched as Presto still performing.

"Well he does seem pretty good in magic." Sunset commented.

"Heh just some fancy pants showpony showing off new tricks like ah bunch of blue ribbons boasting his abilities." Applejack countered with an annoyed tone.

"You can say that again AJ." Rainbow added.

Unfortunately with them being in the front row Presto heard them and stopped his performance.

"Well what have we here." He started looking at the four

"Some ponies that think they can out best Presto the Great." He continued before pointing to one of them.

"How about you hayseed?" Directing his attention toward Applejack

"Think you can do what I Presto the Great can't?" He said boatful

Applejack looked at him with a stern glare

"Okay that's it ah can't take no more of this." Applejack said and got on stage grabbing her lasso from below her hat.

She began performing rope tricks such swinging her lasso in the air on one hoof going through the lasso hoop with ease and then grabbing an apple from a nearby tree and pulled it toward her eating it when it came close to her.

The crowd clapped for her great performance and some whistled.

"Top those apples." Applejack said turning her gaze toward him. He pondered a minute in order how to counter the mares' performance, then came up with one quick simple idea.

"Very well, as you wish." He said as his horn glowed grabbing four ropes and tied them into a lasso knot then grabbed four apples from nearby trees, then levitated a cooking knife and quickly sliced into half apple slices.

Applejack being distracted by his performance failed to notice that the ropes he was using was slowly wrapping around her front and back hoofs. In mere moments she was quickly tied into a half rope mummy with her hoof wrapped close to her body so she couldn't move as eight half apple slices fell right next to her in a circle pattern.

"Apple turkey anypony?" Presto said as he got the crowd laughing at her predicament which embarrassed Applejack that she proceed to roll her way off the stage exit bouncing the way down.

He gave a slight yawn at his defeated opponent "So much for breaking a sweat." Presto said.

It was Rainbows turn to react to him "Hey! You can't go and embarrass everypony like that." Dash stated as she flew up to meet him eye to eye.

"Oh?" He questioned raising an eyebrow

"Yeah! Cause that's my job." Dash said as she took off toward the windmill that was in town.

Trixie only facehoofed at Dash's antics

"_Dash you idiot, anything you do to him, he'll only throw it back ten times over_._ Oh this is so not going to end well."_ Trixie thought and watched as Dash try to outdo Presto.

As Dash hit the windmill she went around it a few times and shot upward toward gray clouds that she burst a hole through three of them. Then she went up to gaze in the sunlight and then shot back downwards toward the clouds with holes in them and past through them sending rain water her way and went back around the windmill again in the opposite direction shooting toward the stage and landing safely as the rain water sprayed on her creating a miniature rainbow above her.

"They don't call me Rainbow and Dash for nothing." She boasted proudly as the crowd clapped for her performance.

"Okay Presto the 'Great'. Let's see you beat that huh." Dash said mockingly.

"Don't you mock me mare!" He shouted then he took a breath and quickly calmed down. He cleared his throat

"Tell me… Rainbow Dash is it. Why do they call you that in the first place?" He asked with a smirk on his face

"Well duh because I'm fast idiot. Why?" She asked.

Before she could plink his horn glowed a quick moment then with a flash his spell was cast. When the flash dispersed allowing everypony to see they only see Rainbow Dash but they began laughing

"What? What are they laughing about?" She asked looking at Presto

"Well 'Rainbow' Dash you most certainly have the 'rainbow' covered." He said mockingly.

Dash looked over a small puddle she cost be her stunt and saw her coat literally became every color of the rainbow and her mane was her original coat color cyan. Dash froze and stood there like a statue all wide eyed with crowd still laughing at her… well except for Sunset, Trixie and Applejack who is still trying to untangle herself from the ropes.

Dash quickly got off stage and flew toward the nearest cloud to hide herself for the rest of the day.

He looked back toward the crowd which was clapping for him "I can't believe this pony, who does he think he is coming into our town and embarrassing the living daylights out of everypony?" Sunset said with annoyance as she looked toward the stage.

Trixie then looked at Sunset and she already had a thought of what she's going to do "Um… Sunset I don't think that would be a wise idea." She said softly

"Don't worry it seems like the only way to match this joker is to go unicorn on unicorn. Just watch me work." Sunset said as she proceeds to trot toward the stage.

Presto took notice as yet another mare walked on stage and a unicorn no doubt

"And you are?" He asked

"Sunset Shimmer you no good show pony." She said with a scowl in her voice

"Well somepony is rather huffy today aren't we." He said looking at Sunset

"Well for making fun of my friends yes I would be." She counters.

"Now you bested an earth pony and a pegasus but let's test your luck on a unicorn. Magic on magic." She stated.

She let her horn glow to concentrate on several objects using bits and pieces from each to make a small wooden model of Princess Celestia that greatly impressed the crowd.

"And that was only from memory." She commented tapping her head with her hoof. She turned to face the crowd which while that was happening Prestos horn glowed again.

Trixie took notice as his spell was aimed for the small model.

"_I hope this is not going where I think its going."_ Trixie thought as she looked on as the model began to move.

Unbeknown to Sunset of what the model was about to do, she then felt a slight pinch coming from her tail. She looked behind her and noticed that three fourths of her tail was gone and was being chewed on by the model she created and that was left was a short stubby red and yellow tail.

"_And it went where I thought it was going."_ Trixie thought with a sweat drop.

Her cheeks blushed red as she quickly but gently slide stepped herself of stage as Presto spoke.

"I guess wooden Celestia was just hungry that's all." He said making the entire crowd laugh all but Trixie who was trying to make herself look small again so she didn't get spotted, but it did not work as Presto took this moment to look at the crowd.

Presto looked at the front of the crowd and noticed a certain azure pony trying to sink into the stage, then he recalled at who the pony was.

"Trixie is that you sister?" He asked as Trixie shot straight up into a frozen statue

"Um… hehe hey bro." She said nervously as the crowd gasped in shock from this new development.

"What!?" Sunset yelled.

"Eh." Applejack said.

"He's your… what!" Dash shouted from the cloud.

"I thought you were still in Canterlot little moon." He said.

"Quit calling me Little Moon okay you used to call Trixie that when she was still a filly yah know!" Trixie stated.

"Well Trixie since you're here; how about you and me have a magic duel for old time sake." Presto said trying to motion her to come on stage. She back away from what he asked.

"_Is he pulling my hoof, he knows as well as I do I don't stand a chance in Tartarus against him!"_ she thought panicking trying to think of any way to get out of the situation.

"Well I'd…love to…but" she said looking at her hoof.

"Oh look at the time I'm late for a study session; got to go!" Trixie said as she ran off back toward her library.

She ran past Spike who had been looking for her all around the crowd; she picked him up and plopped him on her back as she continued running back to her library.

"What was that all about Trixie, running off like that?" He said very angered.

"No time, explain later!" She said quickly as they approached the wooden home tree.

Entering the safety of her home she was completely out of breath.

Trixie paced around the library back and forth looking very nervous "Why of all the places that he had to come here to Ponyville and he had to do a show here?!" She quickened her pacing

"Uh…you know that Presto guy?" he questioned and Trixie nodded

"So why are getting so worked up about him?" He asked making Trixie stop.

"Why is Trixie getting so worked up? Why is Trixie getting so worked up?!" She shouted in annoyance.

"Because that Presto so happened to be Trixie's older brother!" She shouted only to receive a slap from the dragon

"I needed that." Another slap on her other cheek

"I needed that too." And a third and final slap was delivered to her cheek again.

"And what was that for?" She said rubbing her cheek

"For comic relief." Spike said simply.

Trixie only growled at him and went back to her studies. Spike then recalled what she said earlier

"Wait did you say that Presto is your older brother and you've never told anypony?" Spike said as Trixie nodded her head while levitating some books to her desk.

"You're probably wondering why I ran off like that?" She asked and Spike crossed his arms and nodded at her

"Well me and my brother… well we were… oh how do I put this? Testing each other in a way of saying." Trixie said.

"So how does you running away from him fit into this?" Spike questioned. Trixie bought out a small album from her private shelf from underneath the desk and opened it

"When I was still a filly and tapping into my magic me and him always seem to have a little magic game that we used to play. Of course his magic was stronger than mine at the time and he would always wins." Trixie stated while looking at a picture with her and Presto practicing magic.

"Hey I bet you could beat him now if you tried." Spike encouraged only for Trixie to shake her head

"I would rather doubt that, he's been studying magic and he's probably been on the road for the last seven and a half years ever since I became Celestias student, plus he's smart and he can figure out how to counter most spells, the only thing I would have an advantage at is magic stamina." Trixie continued.

"But even with that slight advantage his magic is strong but not very durable." Trixie stated as she then put the album back in its resting place.

"I'm probably not even strong enough to face him either way." Trixie said as she began to read some of the books she'd place.

After about two hours of reading she heard a knock at her door which was Sunset Shimmer wear a simple gown covering her flank for an obvious reason and a big puff cloud that was floating in mid air

"Um… can I help you Sunset and what's with the cloud?" She pointed to the cloud next to her

"Um… Trixie that's RD." Sunset said as a rainbow coated head popped out.

"Can we pleeease come in?" Dash pleaded as Trixie sighs and lets them in.

"Let me guess Presto happened." Trixie said as they both nodded

"Well it serves you both right for showing off and trying to best him." Trixie said then double checked only seeing two of the three that where embarrassed.

"What a minute… where's Applejack?" She asked curious and a bit worried.

"She already got out of her rope trap a few hours ago." RD said as she popped her head out of the cloud.

"But that's not the problem. Do you have anything that can oh I don't know TURN MY COAT BACK TO NORMAL!" Dash yelled.

"And a growing spell for my tail that was chewed off because going around town with a short tail would be very embarrassing." Sunset said gesturing toward her gown

"Well I may have a reverse spell for Dash's coat to switch it back to her mane but your tail Sunset would have to grow back normally Sunset. Sorry." Trixie stated which didn't surprise them.

She grabbed a book containing the spell she needed to reverse Dash's mane with her coat turning her back to the usual cyan coated rainbow mane pony she was.

"Aw yeah the Rainbow Dash is back baby!" Dash cheered doing a back flip and zoomed out the door

"Sorry if I couldn't help you Sunset. Is your tail that bad?" Trixie said. Sunset frown a bit as she took her gown to reveal her tail… well what was left of her tail anyway.

Only a fourth of it remained, Sunset moved it side to side but it didn't do much.

"It's okay I'm sure it'll grow back in a few weeks I'm sure, but thanks anyway." Sunset put the gown back on and proceed back out the door.

Trixie gave a sigh of relief as her friend left as she went back to her studies "Geez my brother sure knows how to put on a show, but that was a little much." Trixie whispered.

As the sun was beginning to set and her studies now completed Trixie took a moment to look outside the library balcony to get a better view of Ponyville. Most of the citizens were heading back to their house to get ready for the night to come. She even spotted Presto getting his stage folded up into a carriage for him to sleep in alongside a bag of what seemed to be bits from his performance today.

After looking over Ponyville and noticing that the moon was beginning to rise she decided it was time to finally call it a day for now until tomorrow morning unbeknown to her or the rest of Ponyville that a small creature had made its way into the quite little town.

It was now midnight and all the citizens were asleep and Trixie dreaming about spending time in the Canterlot archives without a care in the world finding out new information about who knows what and new sorts of spells she could master.

But her dream didn't last long when a loud roar woke her from her dream.

"Wha!" Trixie jumped out of her bed and went head first into the ceiling above her which in turn left an indent in the ceiling of her.

"What in the hay was that?" Trixie said groggily as she was still waking up.

"TRIXIE!" Spike yelled as he came running toward her with a tub of ice cream in his claws.

"What's going on?" She asked.

"There are manticores in town and there attacking!" Spike shouted dropping the ice cream tub as he waved his arms in the air then pointed out the window.

She looked out it and spotted the two manticores. There were two of them; they have a mane and claws like a lion but red, wings like a bat, a tail of a scorpion, and small horns on their heads. One of them seemed smaller than the other one, and they were angry about something as they continued smashing things left and right.

"What do we do?" Spike said panicking

"But those monsters shouldn't be here, they reside in the Everfree forest; Why are they here?" Trixie pondered then she ran outside to see if she can help fight them off.

As she got out she already saw some of the citizens trying to capture them with nets but to no avail as they slashed the nets away. What got worse was her brother approached the monsters.

"Fear not as I Presto will deal with these savage monsters." He declared as he charged his horn then created a magical rope to tie up the beasts.

But even if is rope did manage to tie them, the monsters quickly and effortlessly escaped his magic. He kept trying but to no avail as it happened again.

Trixie saw the manticores eyes move about as if they were looking for something not even worried about the frightened ponies around them.

"What are they looking for?" Trixie questioned

"_Think Trixie think what did you read on about them again?"_ She thought as she tried to remember a lesson she did before she came to Ponyville then it came back to her like a freight train.

"_Manticore; these creatures can be very dangerous if threaten, they posses venom in there tail like a scorpion that could kill a full grown pony in a matter of hours_ _and will use any other means to defend itself including their claws and fangs, but they are extremely protective of their young and will leave there habitat to find it." A past Trixie stated._

Her eyes went wide in realization "That's it!" she declared

"That's why their reacting like this in the first place!" Trixie said

"Uh… what's it?" Spike said trying to make himself look small like Trixie had when she first saw Presto.

"The reason there attacking is because there looking for their young and I bet my bits that those two are its parents." Trixie stated pointing her hoof toward the manticores.

"But there isn't any of their young here…right?" Spike asks

"A reasonable answer is that it left the safety of its home and wondered into our town since it's the closest to the Everfree Forest." She explained.

The monsters were still attacking and looking for now what Trixie thinks is there lost young. She spotted a butter yellow and light pink blur flying toward the manticores. Trixie noticed it immediately and know who it was

"Fluttershy hold on a minute!" She yelled causing the pony to stop.

Fluttershy flew toward Trixie "Um… yes." She whispered

"Fluttershy your good with animals, can you maybe keep them calm while I find some help." Trixie said.

"Um… I'll…try." Fluttershy said as she flew off toward the raging manticores. As of Trixie she went to find the source.

Some the ponies were still panicking on the streets yelling and screaming there longs out.

Well almost everypony as Rainbow Dash quickly zoomed right next to her "Hey where are you going in such a hurry?" Dash asked still flying next to her

"Spread out Dash I need you to find a manticore pup. It might still be in town." Trixie said

"A what now?" Dash asked with a confused look

"That's what making the manticores go all berserk like that because they are looking for their child." Trixie stated.

"I'm on it! Just leave it to me okay!" Dash declared

"I'll go help Fluttershy." Trixie said as she turned around and ran back where the manticores were.

Fluttershy was having a tough time getting them calm and trying to stare them down but to no avail. One try to claw at her but missed that gave her the thought to back away just as Trixie came running up to check on her.

"Any luck Flutters?" She asked while catching her breath.

She shook her head "No there to rattled up that I can't calm them." She whispered as she landed

"Then I guess I'll have to hold them off then, you go help Rainbow Dash search for the manticore pup, I think that's what they're looking for." Trixie stated and it didn't more than a second and Fluttershy was off.

Trixie stood face to face with both manticores. Her horn glowed as she created four walls of magic around the beasts to trap them momentarily, and created a rope from her magic to wrap around there wings so they wouldn't escape. Her horn glowed brighter as she cast another spell to create other restraints on both of monsters, making them incapable of moving.

While that was going on Presto was looking on in awe of what her little sister was doing. Sweat began dripping from her sisters head as she strained to keep the magic in place.

"C'mon Dash, Fluttershy hurry up." She said

"_I don't know how much longer I can hold on to these two." _She thought as the monsters struggled to get free of the magical grasp.

About ten minutes in her magic was beginning to weaken. The magic restraints on their paws and tails were dissipating and the walls were beginning to crack.

"TRIX!" a voice called out and she recognized it instantly as Rainbow Dash came full speed at her along with Fluttershy close behind her

"We've found it!" She yelled.

Dash and Fluttershy land next to Trixie with a smaller version of the manticores in tow. Trixie released her magical grip and plopped straight to the ground from exhaustion which made Presto run toward her to check on her to see if she was alright.

The small manticore saw its parent and ran toward them jumping off Fluttershys back. The beasts were reunited with their young and after licking the small manticore pup they flew away back toward the Everfree Forest.

Everypony cheered after they've left and glad that this was over. Presto slowly pick Trixie up and back on her hoofs as gently as he could.

"Easy there dear sister, are you feeling well?" Presto asked.

Trixie trying to shake off the exhaustion from the spells she performed "Just a little drained that's all." Trixie said making Presto give a relieving sigh.

"You know sis you are not quite the pony I thought you were years ago." Presto stated

"Well I've grown and became Celestias student." Trixie said.

"Well glad to hear it, but it seems if we were to have a magic duel now it would be all for naught." Presto said

"Perhaps some other time then." Presto said and Trixie nodded

"Agreed a nice friendly magic duel." Trixie smile

"Sorry about your stage." She said looking over it which was damaged during the rampage.

"It's alright. I was planning on getting a new one soon." Presto simply said as he began walking off

"She yah around bro." Trixie said.

"I bid you adieu… my Little Moon." He smiled.

One of Trixies eyes twitched and blushed at the nickname.

"Its Trixie… TRIXIE! T-R-I-X-I-E TRIXE! NOT LITTLE MOON!" She yelled as he laughed and teleported away.

"Ugh! Trixie swears the next pony to call her that will get thrown to the side of the Canterlot castle." Trixie said with an annoyed tone.

Dash gave a small laugh and lands near Trixie.

"C'mon lighten up a bit. See yah tomorrow… Little Moon." Dash mocked. Trixie then turned her attention to Dash.

"Oh Dash." Trixie started.

"Yeah." Dash said looking at her.

"Trixie will give you a three second head start." She said as her horn glowed.

Rainbow looked at her wide eyed "Oh ponyfeathers." Dash said as she flew away with Trixie slowly right behind her.

This is going to be a long night for the both of them.

* * *

><p><strong>F3: Well that was interesting to say the least.<strong>

**Pinkie: Hopefully she doesn't do anything bad to her.**

**F3: You know the drill people Read&Review. My next episode is Bridle Gossip. **

**F3: I'm Fireuser3 Blazing Out… and Pinkie what is that. *Looks at a mystery gift***

**Pinkie: Hm don't know must have got here recently. *Picks it up and opens it revealing a Mega Time Bomb* Uh Fire we have a problem *Counting down from 3***

**F3: GAH! Pinkie throw it out! *Loud explosion* *Insert goofy yell***

**Pinkie: WEEEEE! *Two stars twinkle***

* * *

><p><strong>IN DECODE9'S SECTOR<strong>

**D9: *Sees the stars again and hears the yell*…I wonder what that was about this time? I heard that Pinkie got rid of that button.**

**Comet: Hmm…Maybe it has something to do with that? *Pointing at a package***

**D9: *Goes over to package and opens a portal.* Well whatever it was it's been handled.**


	8. Bridle Gossip

**F3: *Walking in burnt…again* Why does the bad stuff always happen to me? **

**Pinkie: *Bouncing in behind also burnt* Don't know? Have you done anything to annoy someone lately?  
>F3: Well…there was that time that I overloaded decode's hardwire so that could be the cause of all this.<strong>

**Pinkie: Well let's just hope it's only that or were in for a lot of blasts off throughout your stories.**

**F3: I do not own MLP or the characters involved, MLP belongs to Lauren Faust, Hasbro, and the Hub network (Which is now called Discovery Family). I only own the OC character (look at chapter 7&8 for list).**

**F3: I'm Fireuser3 Blazing Out.**

* * *

><p><strong>Episode 9 Bridle Gossip<strong>

A full week has passed since Trixie's brother Presto showed up in Ponyville and everything appeared to seem normal around Ponyville. Trixie and Spike were out doing a quick walk around of the town because it was so nice and sunny.

"It seemed like Dash and Dust got up early to do some cloud busting this morning." Spike said looking at the sky with not a single cloud in sight.

Trixie smiled as they continued their walk through town. Only to find that the town was completely empty with no pony in sight whatsoever the only thing that was present was tumbleweed rolling through the town.

Trixie and Spike looked at the deserted town with confusion

"Um… were did everypony go? Is it some kind of holiday?" Spike questioned shivering at the sight of the lifeless town.

"I'm not entirely sure but I'm going to find out." Trixie said as they continued into town. Spike was getting very jittery as they marched on

"Y-You don't think s-something got t-them do you?" Spike said stuttering.

"I don't know maybe…" Before she could finish a brilliant gold streak zoomed past her and Spike and actually lifting them off the ground and bringing them into the nearest house or in this case Cheerliee's home which all the lights were out. Trixie and Spike struggled a minute as they were put down onto something soft.

"What in Ponyville is going on here?" She said

"Well sorry but I had to get you off the street Miss Magic." A voice said.

Trixie recognized it immediately and groaned in annoyance "Lightning Dust is that you?" She said with annoyance in her throat only to get a flashlight with Lightning Dust's face showing in the light

"Yep who else would it be." Lightning pronounced.

Trixie rolled her eyes before she spoke "Okay Dust tell me why are you hiding here in the dark?" Trixie questioned

"Well it's not only me here you see." Dust said shining her flashlight behind Trixie revealing Cheerliee, Coco, Sunset, Rainbow, Emerald, and Pendragon too.

Trixie was both shocked and confused at the sight of seeing her friends, Cheerliee's adopted daughter and Sunset's sister.

"Okay why are you all hiding in the dark?" Trixie asked again.

"Were hiding from…her." Coco said pointing her shaking hoof at the window. She pulled the curtains from Cheerliees window with her friends gathering around to reveal an unknown pony or something covered by a brown cloak patting at the ground looking for something only to stare back at the group with glowing yellow eyes.

The group looked away all but Trixie which was staring at them with a puzzled look.

"Um… are you all okay? And why does everpony seems kind of jumpy today?" Trixie questioned.

"Trixie do you have any idea who that is out there right now?" Sunset asked with a bit of fear in her tone.

"Um… no I don't." Trixie answered rubbing a hoof on her neck.

"That is Zecora she comes here to Ponyville just patting at the ground for whatever reason." Cheerliee said.

"And it doesn't help that she's creepy…" Coco started with a shiver.

"Sinister." Dash continued

"And spooky." Dust finished and emphasized with her eyes going in circles.

Trixie took another look at the figure known as Zecora and saw the figure take off her hood to reveal a black and white mohawk she had along with a gold neck bracelet on her and a gold earring on her left ear.

"Oh boy Rarity would so have a hay day if she found her." Coco said but continued to look on at Zecora then she looked at Spike

"Is she what I think she is Spike?" Trixie said and Spike nodded

"Girls Zecora is a zebra." Trixie stated.

"A what?!" they all said in unison

"A zebra, but I only thought they were from a far away land that nopony knows not even in the history books know. Oh and Coco those stripes on her are her natural colors." Trixie said. Coco was stunned and looked at the zebra outside.

"Wait till Rarity hears about this." Coco said as Trixie already imagines the fashion pony fainting.

"But does anypony know where she lives?" Trixie asked looking at all of them.

"Well that is just it she lives in… the Everfree Forest." Lightning Dust said and beginning to shake a little just by the thought of it gave them all the shivers.

"Well she can't be that bad." Pendragon spoke out stepping up a bit.

"Yeah maybe she's really nice and sweet instead of all scary like you all think." Emerald adds.

"Nice or not you are not to go over and talk to her." Cheerliee said with a stern glare at her adopted daughter.

"But mom." Emerald whined with pleading eyes.

"My final answer is no." She said stomping a hoof on the ground hard. Emerald's only reply was a bunch of mumbled words under her breath.

"The same can go for you Pen okay." Sunset said in a stern tone of voice.

"Yes sis I know." Pen said rolling her eyes at her sister.

"But what if she's just here to just oh I don't know do some shopping." Trixie pointed out

"Or maybe she's just trying to be neighborly like everypony else." Pen continued until Sunset stopped her

"Pendragon Shimmer please let the big ponies talk." Sunset said pointing her hoof toward the front room

"Yes Emerald could you please wait in the other room while we discuss this matter." Cheerliee replied.

"Okay." The both said and left the room.

The group waited until the fillies left the room before continuing "Okay has anypony actually seen Zecora actually do anything out of the ordinary." Trixie said looking at the others

"Well… I have seen her coming into Ponyville once a month." Rainbow Dash said changing her tone to a more dramatic one.

"Uh huh." Trixie looked at them

"If what you believe is true, why doesn't anypony who's brave enough to actually talk to her." Trixie said.

In the other room Pen and Emerald heard what Trixie just said and they looked at each other and smiled

"You thinking what I'm thinking?" Pen asked glancing at the window.

"Yep." Emerald replied. They both looked out the window and noticing that the hooded figure promptly known as Zecora was beginning to leave.

"Well let's go." Pen whispered and began tip hoofing out of Cheerliee's home followed be Emerald being careful not to run into anything. They both successfully made it out of the house and across the street and hiding in whatever they could find to avoid detection.

They then proceed to follow Zecora out of town.

While back inside the group was still discussing if this Zecora is trouble or not.

"Girls I don't think that Zecora is without a doubt not harm to Ponyville if we just give her a chance to talk to us." Trixie said.

"Well friendly or not she defiantly looks evil enough to me." Lightning Dust said

"Plus I don't want to be around her if she starts chanting and puts a hex or curse on one of us." Coco said shivering at what she said.

"Now you think she can cast curses now that is just plain silly, there are no such things as a curse or a hex for that matter. It's superstitious if you know what I mean." Trixie stated.

A slight breeze swooped across the room making the girls shiver afterwards.

"Hey who let the air in?" Sunset asked. They went to check on where the breeze came from only to notice that the door was opened and that two fillies were missing in the living room.

Sunset and Cheerliee let out a screech that could almost be heard all the way to Canterlot and back.

"Where did they go?!" Sunset and Cheerliee panicked as they searched franticly around the room. They searched for awhile then saw that the door was wide opened.

"You don't think that they…" Sunset started as they looked out the door

"They probably did." Cheerliee finished with a nervous gulp.

"You think they went to talk with Zecora?" Dust said

"If they did those fillies are in big trouble when we find them." Cheerliee said with an angry glare as the group ran to the Everfree Forest to find the two fillies.

It took about a few minutes to tail Zecora so the two weren't spotted… yet. They soon tailed her to the entrance of the Everfree Forest which was intimidating to a filly even to Emerald and Pendragon, but that didn't stop them as they took a deep bravery breath and continued to follow Zecora unbeknown that the other were hot of their trail.

Inside the Everfree now as both the still cloaked Zecora and the two fillies still walking behind her just enough so that she didn't see them and surround by so kind of blue majestic plant of some kind. Then before they knew it they heard a voice call out to them.

"GIRLS!" the voice shouted.

The hooded figure turned around and saw not only the fillies that were following her but also six other ponies too and standing in a patch of the blue plant.

"YOU TWO GET OVER HERE RIGHT NOW!" Sunset shouted to the fillies. Zecora then stopped to face them

"Beware. Beware you pony folk. Those leave of blue are not a joke." She warned as she began to step away.

Sunset quickly grabbed her sister and placed her on her back.

"Come near her and I'll turn you into pile of ashes!" Sunset hissed at her and Cheerliee went to grab her daughter

"You stay away you hear me!" Cheerliee warned.

"Beware. Beware." Zecora warned again as she disappeared into the mist

"Yeah well you're the one who better beware!" Dash yelled out her wings flared up.

Sunset then looked back at her sister on her back.

"And as for you Pendragon Shimmer. I thought I've told you not to go over and talk to her even if she's nice or not; who knows what kind of hex she put on you?" Sunset looked at her with an angered stare.

"The same can be said for you Emerald Jewel. Who knows what she did to you two?" Cheerliee said with a worried tone.

"Girls there is nothing to be afraid of, because you know why?" Trixie questioned and the other shook their head waiting for Trixie's answer

"Because there are no such things as curse or hex or anything apocalyptic like that." Trixie stated with a smile causing the other to facehoof.

"Look Trixie you may think that things like that don't exist but there are times when some pony tales are really do come true." Lightning Dust stated as all the girls left the Everfree forest to try and forget this whole thing.

Hours past and it is now night time as Trixie was well asleep and still think of what happened today as thoughts of Zecora's chanting, and what Lightning Dust said

"_Some pony tales really do come true."_ as the thought raged in her mind she tossed and turned trying to sleep then found a comfortable spot to sleep for the night as Zecoras laugh echoed in Trixie's mind.

By the next morning everything seemed alright Trixie got up normal, but had a serious headache.

"Ugh… that's it no more apple cider before bed for me." Trixie got out of bed and saw Spike waiting

"Morning Trixie." Spike said

"Morning… uh Spike could you tell me why you're walking upside down?" She questioned which she received a confused look from Spike.

"Trixie did you drink apple cider before going to bed?" He countered.

"Cause why would I be walking upside down." Spike said.

Trixie then look in the mirror to brush her mane out only to find that her reflection was staring back at her upside down.

"GAHHH!" Trixie shouted out and quickly ran down stairs even though now her line of sight had been reversed. She quickly rummaged through some books in order to find a cure.

"There has to be something in here to help Trixie." She stated.

"But how can Trixie cure something if Trixie doesn't know what caused it?" she adds in a panic.

"Maybe this could help." Spike said handing her a book

"Supernatural's all the hex's and curses you need to know about and how to cure it." Spike exclaimed. Trixie looked at him and the book

"Spike this is not the book Trixie needs, and besides this book is all just a bunch things that does not exists." Trixie stated.

They continued to look but then a sudden knock came at Trixies door. Trixie opened the door only to find an amberish gray buff ball with a light cyan and light opalish dot in the middle

"Um… can I… help you." Trixie said as two light cyan eyes poking out

"Trixie it's me." The voice said only to confuse Trixie even more

"Coco Pommel." She said.

Trixie wide eyed in surprise "Coco, but… wait happened to you?!" She exclaimed

"I don't know I was fine last night then the when I woke up I was like this." Coco said motioning to her puffed up fur and mane.

Not a few seconds later Lightning Dust crashed in through the ceiling and landed on Trixies desk.

"Okay that hurt." Dust said rubbing her head. She looked at Trixie and Coco.

"Are you okay?" Trixie asked looking at her wreaked friend.

"I think so. I was in my cloud house like normal and about to go out for a flight but when I hit the sky it's like my weight was pulling me down and came crashing through your tree." She looked at the ceiling

"Uh… sorry about that." Dust apologized.

"It's okay but Dust." Trixie looked at her

"What happened to your wings?" Trixie finished. After what Trixie said Dust quickly looked at her sides and noticed that her wings were there but smaller like that of a filly pegasus.

She glanced back at them

"So that's why I crashed." Dust looked at her wings as she tried to flap them only to hover a little off the ground.

"Okay I wonder if any of the others are…" Trixie began only for her door bursting open and a rainbow blur flying in.

"Rainbow Dash now what are you…" Trixie said

"CLOSE THE DOOR!" Dash said franticly as Coco closed the door. The three looked at Dash which she seemed normal with the rainbow mane and… purple coat!

"Dash what happened to your coat. Did Rarity decide to dye it or something?" Lightning said almost laughing at the thought.

"Not funny Dust. I think this has to do with Zecora." Dash said accusingly. Trixie just groaned

"We don't know for certain if it was her or not so we can't accuse her of anything." Trixie stated.

"You got a better idea." Dash said her coat now changed to red which in turned caused Dash to groan at her new color.

"And I don't think I want to be a randomized color pony forever." Dash remarked.

Trixies door opened again.

"Great what don't we throw a party or something." Trixie said sarcasm as she went to find who it was. Cheerliee, Emerald, Pendragon, and some kind of kitten on her back asleep were standing there, but something was off about Cheerliee, and does Cheerliee had a… metal handle on her hoof.

"Um hey girls what's up?" Trixie trying to not say 'down' because of her eyesight being reversed and all.

"Well you wouldn't believe this morning when I went to get breakfast set up for me and Emerald my hoof suddenly became magnetized to the door handle and I couldn't get it off. I almost brought the whole refrigerator with me!" Cheerliee exclaimed pointing to the handle.

"And why does Coco look like a big puff ball?" Pen questioned looking at her

"She woke up that way." Lightning said

"Same thing can be said about my wings." She adds looking at them.

"And Rainbow coat constantly changing." She said now Rainbows coat changed to pink.

"Oh c'mon anything but that color!" Dash yelled.

Trixie then counted head to see who was missing

"Um… where's Sunset?" Trixie questioned "I'm right here." A voice said but sounded high pitched and small which was coming from... the kitten?

The all looked at the kitten on Pen back

"Please tell me that's not." Cheerliee said as Pen sighs.

"It is." Pen said allowing kitten Sunset to get off her back. She still had her usual crimson red and amber pattern, but her tail was still short but slowly growing back.

Spike couldn't resist from laughing

"Look at all of you this is hilarious!" Spike continued to laugh

"We have Coco Puffel." Pointing a claw at her puffy coat and mane

"Feather Duster." He said with Lightning still trying to get off the ground with her little wings.

"Rainbow Spectrum." Spike said which on cue Rainbows coat changed to white.

"Cheermagnet." At Cheerliee trying to get the handle off only for it to get stuck on the other hoof.

"Kittyset." She growled at him.

"And…" Finally getting to Trixie scratching his head with his claw.

"I've got no idea." He said finally.

"I mean Trixie Lulamoon; how do I even work with that?" Spike said finally.

"Oh ha ha very funny Spike, but this is a serious matter." Trixie said serious.

"I agree and this is probably that zebras fault so we need to find her to undo this hex on us ASAP." Rainbow said changing colors again to green

"And this is really getting old." She adds with a frown.

"Well unless you know where she lives in the Everfree Forest were practically going to be stuck like this!" Sunset replied then to get distracted by a small mouse that ran past her. Her cat instincts kicked in and went after the mouse.

"I don't want to be a living moving magnet all the time." Cheerliee said trying to pry the handle off her only to get it stuck on her other hoof.

"And I want to fly again!" Dust yelled and then began dramatic crying like Pinkie Pie on a bad day.

Both Pen and Emerald looked at each other with looks of worry.

"Did we do this to them?" Pen asks softly to Emerald.

"Well we did decide to follow Zecora into the forest so it's kind of our fault." Emerald said with a sad look.

"We just got to set this right." Pen said and Emerald nodded in agreement.

The two fillies now with a goal in mind; decided to venture back into the Everfree forest to find Zecora finally left the library.

While that was going on the girls were still trying to get coordinated.

"Girls calm down, and Sunset spit that mouse out right now!" Trixie ordered while Sunset had the mouse with only its tail sticking out then she spat it right out. The mouse ran off scared.

"Hehe sorry Trix." Sunset said smiling sheepishly.

"Try not to eat something that would give Fluttershy a heart attack." Trixie sweat dropped.

"Well then what are we waiting for let's get going!" Rainbow said desperately.

"Um… excuse me but where did Emerald and Pen go to?" Coco asked making the others look to her.

The girls then began to look around and didn't spy the two fillies anywhere.

"How come I'm sensing a little déjà vu." Cheerliee said and Sunset meowed in agreement causing the others to glance at her.

Sunset blushes in embarrassment "Great I'm acting more like a cat every minute." She growled.

"You think they went to find Zecora too?" Lightning suggested, and after a moment nod considering how they probably feel like this was there fault.

"Then there isn't much time to waist then." Trixie said as they all went after them.

"I'll stay here and look for any cure to it." Spike began writing something then an idea struck him after they left.

"Ah! Trixie Loopamoon." He said in a joking manner scribbling it down.

The girls ran toward the outskirts of Ponyville bypassing the park, but luck will have it with Cheerliee being a living magnet was instantly pulled toward a streetlamp nearby leaving her stuck there.

"Girls!" She called out to them making them turn to her as she tried to get herself off the pole.

"A little help here." She said embarrassed about her predicament.

The girls tried what they could to get her off the streetlamp.

"There's only one way to do this, but you're not going to like this." Trixie said to Cheerliee.

Trixie lit up her horn and cast her magic on the pole to surround it in her aura and up rooted the streetlamp with Cheerliee in tow. She place Cheerliee attached with the street lamp on the ground.

Cheerliee not happy about having to carry the streetlamp on her back the rest of the way the girls resisting the urge to laugh and stopped when Cheerliee turned to them.

"I don't want to hear a single giggle." Cheerliee warned as they continued to find the two fillies.

After a long walk a strong breeze blew Coco right off the ground and into the air inciting a small yelp from Coco, but thanks to Dash flying to catch her she didn't go anywhere.

Rainbow continued to change color every few minutes or so and her colors varied from red to silver and sometimes pink which had the tendency to come up every few other color change.

They past Fluttershy's cottage and were and the entrance of the Everfree forest which there were small hoof prints in the ground.

"Yep they defiantly been through here." Dust said looking at the prints with a magnifying glass.

"We shouldn't be much further if we follow these tracks it'll lead us right to Zecora's place." Trixie concluded.

Coco looked around and did a head count of everypony "Um girls… Where did Sunset go to?" Coco asked.

Then they all looked around and Sunset was nowhere in sight.

"Now where did she go?" Cheerliee said slightly annoyed as the pole seemed to have shifted a bit.

"Well we are near Fluttershys place so she could've…" Rainbow trailed off putting it together and what Sunset is now.

"Oh horseapples." They all said in unison very well knowing where she is.

While at the cottage all of Fluttershy's animals were about including a one little white rabbit also known as Angel Bunny watching over the other animals while his master was away shopping.

What he didn't notice behind him in a tree was a nest of blue jays in it and a orange and red cat climbing up it approaching the nest and licking her lips.

"Just a little further." She whispered as she continues to climb.

"Ahem." said a stern voice from down below.

She looked down to see who it was and to her dismay it was a certain butter yellow coat, pink maned pegasus known as Fluttershy tapping her hoof at her.

She flew up to meet Sunset unbeknown to Fluttershy that the cat is Sunset.

Fluttershy glared Sunset who was still trying to get at the nest despite Fluttershy being there. Seeing her being uncooperative Fluttershy flew up and glared hard at Sunset who froze in what she was doing as a fear overtook her.

"Now you get down from that tree this instant little missy and leave those birdies alone or else." Her stare was like glue those who get stuck in it can't break out and Sunset made her way back down the tree with Fluttershy watching her every move as Fluttershy glides down following her.

As Sunset reached the base of the tree she was still staring into the pegasus eyes.

"Now run along little one." She said and like a rocket Sunset quickly ran to the others which were looking for her.

"Sunset why did you run off like that?" Coco asked which she was being held by Lightning so she doesn't fly off from a strong breeze again.

Sunset rubbed a paw behind her neck "I'm sorry it seems this whole cat thing is really messing with my mind, I was climb one of Flutters trees with a birds nest until she stopped and me and gave me… the stare." Sunset trembled just be saying it and so did the others all but Trixie which looked on with a puzzled look.

"I don't know what that means but we have mission to accomplice and Sunset…please try and resist your urges." Trixie said to her. Sunset nodded getting on Dust's back for the rest of the way to Zecora's.

After a while the girls didn't have any trouble thus far with the occasional stopping Sunset from eating any animals or helping Coco getting her mane and coat untangled from a prickle bush. The girls finally arrived what it looked like a big tree stump that was made into a hut.

The girls slowly approached the huts window with caution and peeked inside finding an array of odd decorations around the walls along with a cauldron in the middle of the room of all places.

The door opened and from came the zebra known as Zecora.

Her coat and mane had a dark gray and black pattern that went around her body, her eyes are dark cyan and her something that looked like a cutie mark which was a black drawn out sun.

She seemed to be holding a purple bottle in her mouth and dumped it containments into the cauldron and began some kind of chant.

"Well now that we seen her let's go in there and kick some tail." Rainbow Dash said ready to jump in till Trixie stopped her.

"We aren't sure that if Emerald or Pen are even here." Trixie stated but while the heard Zecora stopping her chanting

"A perfect temperature for ponies as of late. Won't those fillies be in for a taste." Zecora said.

Trixie gulped "Or maybe they are here."

Sunset growled vigorously her hair sticking up and her claws digging into Lightning's back which resulted in Lighting giving a small yelp.

"Sunset please retract the claws." Dust pleaded.

Sunset proceeded to jump off her back "I agree with Rainbow and go in there right now." Sunset said.

Both Rainbow Dash and Sunset ran and barged in but unfortunately Rainbow zoomed in too fast and knocked into some of Zecora's stuff which triggered a chain reaction with finally knocked over her cauldron spilling all the contents of it on to the floor.

"No! Do you know what you done?!" Zecora exclaimed, then Trixie and the other came in afterwards

"Alright Zecora you have exactly ten seconds to tell us what you did with the fillies." Trixie warned lowering into a fighting stance readying to charge.

"How dare you accuse me? You come in here wreak my home, destroy my work, and accuse me of being a jerk!" Zecora exclaimed.

"Now where are the fillies?!" Trixie said as they both started to bang heads. As there confrontation escalated there were two voices that were heard over the fighting.

"Zecora we brought you the ingredients you…" Both said in unison but both fillies notice that Trixie was butting heads with Zecora.

"Now what in Equestria is going on here?" Pen asked looking at all of them

"Care to explain what's going on mom?" Emerald asked a bit confused at the scene.

Cheerliee ran over to her daughter and embraced her with a hug "Oh thank heavens your okay. She didn't hurt you or anything?" She asked worriedly.

Emerald shook her head "I'm fine mom really." She assured.

Trixie got out of the head match with Zecora and looked at the fillies

"How is it you two can be so calm? She was going to make you both into a filly Suflas!" Trixie exclaimed. The fillies looked at Trixie then at Zecora who looked at them and began to burst out laughing.

Trixie and the others looked at them confused "Trixie maybe you're going a little paranoid." Emerald said as they both began to walk past them

"But what about the curses she's put on us?" Coco asked

"Those aren't curses." Pen says as her and Emerald pass by the older mares.

"You girls remember what she said at the forest and those blue plants." Emerald began.

"Those were known as poison joke. That is what caused all this..." Pen starts pointing at all of them.

"To happen." She finished

"When we got here and explained your predicament she allowed us to help." Emerald said.

"That is correct but I'm missing some ingredients from a town that is retort." Zecora said.

"But when she comes to Ponyville everything closes up shop for no reason." Pen finished.

"But I looked up every book in my library and there wasn't anything related to poison joke at all." Trixie cut in

"Perhaps this might help you." Zecora said giving her a book that said 'Supernaturals'. Trixie eyes went wide at the cover of the book and gave an embarrassing blush

"Well you see I eh have this book already." Trixie admitted.

She felt a stern stare from Rainbow Dash whose coat was now navy blue.

"You had the book… AND YOU DIDN'T EVEN LOOK AT IT!" Dash yelled fuming from her nostrils.

"I thought it was bunch of wish washy stuff that didn't make since." Trixie raised a hoof in defense.

"Well it doesn't matter now, the antidote is already spilt and to do all of you we would need something bigger to put the potion in to." Emerald said.

"Well… there is the spas relaxation pool we could use… that is if we ask." Coco said suggested.

"Then I would be glad to remake the brew it would only take about a few." Zecora said as they all started heading back toward Ponyville.

After about an hour getting the rest of the supplies need for the cure and some convincing from the local flower ponies to give them a couple of the seeds they need the brew was ready and the girls were now at the Ponyville spa and now the relaxation pool was filled with the amount required.

Coco jumped in first and when she resurfaced her coat and mane weren't so puffy it was back to how it was. Lightning Dust didn't waste a second to get in she jumped right in and came back with her wings back to normal size and length. She was so happy that she began doing circles and loop de loops in the spa room.

Cheerliee was next to enter and she did even with her carrying the steel streetlamp on her back but when she got out it came clean off not even a scratch on her.

Rainbow Dash next wanting to get her original color back, she dove right in to it and came back out with her usual cyan color coat and she glad that was over with.

Trixie followed afterwards as she slowly let herself sink in the water, and when she came back to the surface her sight was right side up again. Now the only trouble was getting Sunset shimmer in the pool of water because cats and water aren't a very good combination.

Sunset put a paw into the water before retracting it quickly.

"Um… you sure this is safe?" She questioned looking at the other girls.

"Because it looks pretty deep from where I'm…" Before she could get another word in Dash landed behind her and nudged her forward with her wing landing her into the water.

She came bursting out of the water and almost ready to strangle Dash for what she did, but it never came. She got a look at herself and noticed that she had all four hoofs back, her orange coat, her crimson and yellow mane, and her horn was back too.

And she was happy that she was the correct species once again.

"I can't thank you enough for what you did for us Zecora, I might have misunderstood you like many of others." Trixie said.

"Always come to me if you are in trouble to be." Zecora said.

It was silent for a moment then there was some hacking and coughing coming from Sunset.

"Hey you okay Sunny?" Lightning asked and before they knew it she hacked up something alright.

"Eh hehe… hairball." She blushed in embarrassment.

All the girls laughed and everything couldn't be happier.

"_Dear Princess Celestia; Today I've learned something about friendship and that you should never judge a pony or zebra by how they look on the outside it's what the inside that should really count. You never know what they can bring out so in short friends can come from something unusual, but don't dismiss them just because they are different. Your faithful student; Trixie Lulamoon"_

* * *

><p><strong>Pinkie: Well at least you toned it down from the Hasbro version of this episode.<strong>

**F3: We can only hope Pinkie.**

**Pinkie: *Another mystery gift appeared* Hey Fire look it's from decode.**

**F3: Well open it up. *Pinkie opens it revealing a Poke Ball* Now I wonder what's in here?**

**F3: *Poke Ball opens to reveal an Electrode* GAHH NOT THIS POKEMON! *Uses Explosion* **

**F3: Rate & Follow! *Star twinkles***

**Pinkie: *Looks to readers* Don't worry he'll be fine… I think. Anyways the next episode is going to be…Call of the Cutie.**

* * *

><p><strong>IN DECODE9'S SECTOR<strong>

**D9: *Sees star again* Now how was he sent off this time? I don't recall…**

**Comet: *Giggling up a storm***

**D9: *Looks to Comet* …Please tell me you didn't do something stupid.**

**Comet: *Grins* Maybe, but it was only a joke.**

**D9: …Sometimes I swear you should be a Zorua and not an Eevee.**


End file.
